Common Contracts

39 similar Underwriting Agreement contracts by Ming Shing Group Holdings LTD, Green Circle Decarbonize Technology LTD, Pitanium LTD, others

Beta FinTech Holdings Limited FORM OF UNDERWRITING AGREEMENT
Underwriting Agreement • June 4th, 2025 • Beta FinTech Holdings LTD • Finance services • New York

The undersigned, Beta FinTech Holdings Limited, a Cayman Islands company ( “Company”), hereby confirms its agreement (this “Agreement” or the “Underwriting Agreement”) with Cathay Securities Inc. (the “Representative” of several underwriters as disclosed in Schedule A attached hereto and the term Representative as used herein shall have the same meaning as underwriter, collectively the “Underwriters” and each an “Underwriter”) to issue and sell to the Underwriters an aggregate of [●] ordinary shares, par value $0.001 per share, of the Company (the “Firm Shares”). The Company also agrees to issue and sell to the Underwriters not more than an additional [●] shares of its ordinary shares, par value $0.001 per share (the “Option Shares”), if and to the extent that the Representatives shall have determined to exercise, on behalf of the Underwriters, the right to purchase such shares of Option Shares granted to the Underwriters under Section 1 hereof. The Firm Shares and the Option Shares ar

FORM OF PITANIUM LIMITED UNDERWRITING AGREEMENT
Underwriting Agreement • June 3rd, 2025 • Pitanium LTD • Perfumes, cosmetics & other toilet preparations • New York

The undersigned, Pitanium Limited, a British Virginia Islands company ( “Company”), hereby confirms its agreement (this “Agreement” or the “Underwriting Agreement”) with Cathay Securities, Inc. (the “Representative” of several underwriters as disclosed in Schedule A attached hereto and the term Representative as used herein shall have the same meaning as underwriter, collectively the “Underwriters” and each an “Underwriter”) to issue and sell to the Underwriters an aggregate of 1,750,000 ordinary shares, par value $0.0001 per share, of the Company (the “Firm Shares”). The Company also agrees to issue and sell to the Underwriters not more than an additional 262,500 shares of its ordinary shares, par value $0.0001 per share (the “Option Shares”), if and to the extent that the Representatives shall have determined to exercise, on behalf of the Underwriters, the right to purchase such shares of Option Shares granted to the Underwriters under Section 1 hereof. The Firm Shares and the Option

FORM OF UNDERWRITING AGREEMENT
Underwriting Agreement • May 9th, 2025 • Bluemount Holdings LTD • Finance services • New York

The undersigned, Bluemount Holdings Limited, a Cayman Islands exempted company ( “Company”), hereby confirms its agreement (this “Agreement” or the “Underwriting Agreement”) with Dominari Securities LLC (the “Representative” of several underwriters as disclosed in Schedule A attached hereto and the term Representative as used herein shall have the same meaning as underwriter, collectively the “Underwriters” and each an “Underwriter”) to issue and sell to the Underwriters an aggregate of [●] ordinary shares, par value $0.0001 per share, of the Company (the “Firm Shares”). The Company also agrees to issue and sell to the Underwriters not more than an additional [●] shares of its ordinary shares, par value $0.0001 per share (the “Option Shares”), if and to the extent that the Representatives shall have determined to exercise, on behalf of the Underwriters, the right to purchase such shares of Option Shares granted to the Underwriters under Section 1 hereof. The Firm Shares and the Option

PITANIUM LIMITED FORM OF UNDERWRITING AGREEMENT
Underwriting Agreement • May 7th, 2025 • Pitanium LTD • Perfumes, cosmetics & other toilet preparations • New York

The undersigned, Pitanium Limited, a British Virgin Islands company ( “Company”), hereby confirms its agreement (this “Agreement” or the “Underwriting Agreement”) with Cathay Securities, Inc. (the “Representative” of several underwriters as disclosed in Schedule A attached hereto and the term Representative as used herein shall have the same meaning as underwriter, collectively the “Underwriters” and each an “Underwriter”) to issue and sell to the Underwriters an aggregate of 1,750,000 ordinary shares, par value $0.0001 per share, of the Company (the “Firm Shares”). The Company also agrees to issue and sell to the Underwriters not more than an additional 262,500 shares of its ordinary shares, par value $0.0001per share (the “Option Shares”), if and to the extent that the Representatives shall have determined to exercise, on behalf of the Underwriters, the right to purchase such shares of Option Shares granted to the Underwriters under Section 1 hereof. The Firm Shares and the Option Sh

HAPPY CITY HOLDINGS LIMITED FORM OF UNDERWRITING AGREEMENT
Underwriting Agreement • April 29th, 2025 • Happy City Holdings LTD • Retail-eating places • New York

The undersigned, Happy City Holdings Limited, a British Virgin Islands company ( “Company”), hereby confirms its agreement (this “Agreement” or the “Underwriting Agreement”) with Dominari Securities LLC (the “Representative” of several underwriters as disclosed in Schedule A attached hereto and the term Representative as used herein shall have the same meaning as underwriter, collectively the “Underwriters” and each an “Underwriter”) to issue and sell to the Underwriters an aggregate of [●] ordinary shares, par value $[●] per share, of the Company (the “Firm Shares”). The Company also agrees to issue and sell to the Underwriters not more than an additional [●] shares of its ordinary shares, par value $[●] per share (the “Option Shares”), if and to the extent that the Representatives shall have determined to exercise, on behalf of the Underwriters, the right to purchase such shares of Option Shares granted to the Underwriters under Section 1 hereof. The Firm Shares and the Option Shares

Green Circle Decarbonize Technology Limited UNDERWRITING AGREEMENT
Underwriting Agreement • April 28th, 2025 • Green Circle Decarbonize Technology LTD • Air-cond & warm air heatg equip & comm & indl refrig equip • New York
FORM OF UNDERWRITING AGREEMENT
Underwriting Agreement • March 17th, 2025 • Bluemount Holdings LTD • Finance services • New York

The undersigned, Bluemount Holdings Limited, a Cayman Islands exempted company ( “Company”), hereby confirms its agreement (this “Agreement” or the “Underwriting Agreement”) with Pacific Century Securities, LLC (the “Representative” of several underwriters as disclosed in Schedule A attached hereto and the term Representative as used herein shall have the same meaning as underwriter, collectively the “Underwriters” and each an “Underwriter”) to issue and sell to the Underwriters an aggregate of [●] ordinary shares, par value $0.0001 per share, of the Company (the “Firm Shares”). The Company also agrees to issue and sell to the Underwriters not more than an additional [●] shares of its ordinary shares, par value $0.0001 per share (the “Option Shares”), if and to the extent that the Representatives shall have determined to exercise, on behalf of the Underwriters, the right to purchase such shares of Option Shares granted to the Underwriters under Section 1 hereof. The Firm Shares and the

PITANIUM LIMITED FORM OF UNDERWRITING AGREEMENT
Underwriting Agreement • February 14th, 2025 • Pitanium LTD • Perfumes, cosmetics & other toilet preparations • New York

The undersigned, Pitanium Limited, a British Virgin Islands company ( “Company”), hereby confirms its agreement (this “Agreement” or the “Underwriting Agreement”) with Cathay Securities, Inc. (the “Representative” of several underwriters as disclosed in Schedule A attached hereto and the term Representative as used herein shall have the same meaning as underwriter, collectively the “Underwriters” and each an “Underwriter”) to issue and sell to the Underwriters an aggregate of 1,750,000 ordinary shares, par value $0.0001 per share, of the Company (the “Firm Shares”). The Company also agrees to issue and sell to the Underwriters not more than an additional 262,500 shares of its ordinary shares, par value $0.0001per share (the “Option Shares”), if and to the extent that the Representatives shall have determined to exercise, on behalf of the Underwriters, the right to purchase such shares of Option Shares granted to the Underwriters under Section 1 hereof. The Firm Shares and the Option Sh

VITTORIA LIMITED FORM OF UNDERWRITING AGREEMENT
Underwriting Agreement • January 21st, 2025 • Vittoria LTD • Finance services • New York

The undersigned, Vittoria Limited, a British Virgin Islands holding company (the “Company”), hereby confirms its agreement (this “Agreement”) with Eddid Securities USA Inc. (the “Representative” of several underwriters as disclosed in Schedule A attached hereto and the term Representative as used herein shall have the same meaning as underwriter, collectively the “Underwriters” and each an “Underwriter”) to issue and sell to the Underwriters an aggregate of [●] Class A Ordinary Shares, par value $0.00004 per share, of the Company (the “Firm Shares”). The Company also agrees to issue and sell to the Underwriters not more than an additional [●] shares of its Class A Ordinary Shares, par value $0.00004 per share (the “Option Shares”), representing fifteen percent (15%) of the total Firm Shares, if and to the extent that the Representatives shall have determined to exercise, on behalf of the Underwriters, the right to purchase such shares of Option Shares granted to the Underwriters in Sec

FORM OF UNDERWRITING AGREEMENT LEISHEN ENERGY HOLDING CO., LTD.
Underwriting Agreement • December 20th, 2024 • Leishen Energy Holding Co., Ltd. • Oil & gas field machinery & equipment • New York

The undersigned, Leishen Energy Holding Co., Ltd., a Cayman Islands exempted company (the “Company”), hereby confirms its agreement (this “Agreement”) with Dominari Securities LLC (the “Representative” of several underwriters as disclosed in Schedule A attached hereto and the term Representative as used herein shall have the same meaning as underwriter, collectively the “Underwriters” and each an “Underwriter”) to issue and sell to the Underwriters an aggregate of 1,375,000 Ordinary Shares, par value $0.001 per share, of the Company (the “Firm Shares”). The Company also agrees to issue and sell to the Underwriters not more than an additional 206,250 shares of its Ordinary Shares, par value $0.001 per share (the “Option Shares”), if and to the extent that the Representatives shall have determined to exercise, on behalf of the Underwriters, the right to purchase such shares of Option Shares granted to the Underwriters in Section 1 hereof. The Firm Shares and the Option Shares are hereina

FORM OF UNDERWRITING AGREEMENT LEISHEN ENERGY HOLDING CO., LTD.
Underwriting Agreement • November 26th, 2024 • Leishen Energy Holding Co., Ltd. • Oil & gas field machinery & equipment • New York
UNDERWRITING AGREEMENT
Underwriting Agreement • November 4th, 2024 • CTRL GROUP LTD • Services-advertising agencies • New York

The undersigned, CTRL GROUP LIMITED, a British Virgin Islands business company limited by shares (the “Company”), hereby confirms its agreement (this “Agreement”) with R.F. Lafferty & Co., Inc. (the “Representative” of several underwriters as disclosed in Schedule A attached hereto and the term Representative as used herein shall have the same meaning as underwriter, collectively the “Underwriters” and each an “Underwriter”) to issue and sell to the Underwriters an aggregate of [ ] ordinary shares, no par value per share, of the Company (the “Firm Shares”). The Company also agrees to issue and sell to the Underwriters no more than an additional [ ] ordinary shares, no par value per share, of the Company (the “Option Shares”), if and to the extent that the Representatives shall have determined to exercise, on behalf of the Underwriters, the right to purchase such shares of Option Shares granted to the Underwriters in Section A hereof. The Firm Shares and the Option Shares are hereinafte

Green Circle Decarbonize Technology Limited UNDERWRITING AGREEMENT
Underwriting Agreement • September 26th, 2024 • Green Circle Decarbonize Technology LTD • Air-cond & warm air heatg equip & comm & indl refrig equip • New York
MING SHING GROUP HOLDINGS LIMITED FORM OF UNDERWRITING AGREEMENT
Underwriting Agreement • August 28th, 2024 • Ming Shing Group Holdings LTD • Construction - special trade contractors • New York

The undersigned, Ming Shing Group Holdings Limited, a Cayman Islands exempted company ( “Company”), hereby confirms its agreement (this “Agreement” or the “Underwriting Agreement”) with Alexander Capital, L.P. (the “Representative” of several underwriters as disclosed in Schedule A attached hereto and the term Representative as used herein shall have the same meaning as underwriter, collectively the “Underwriters” and each an “Underwriter”) to issue and sell to the Underwriters an aggregate of 1,500,000 ordinary shares, par value $0.0005 per share, of the Company (the “Firm Shares”). The Company also agrees to issue and sell to the Underwriters not more than an additional 225,000 shares of its ordinary shares, par value $0.0005 per share (the “Option Shares”), if and to the extent that the Representatives shall have determined to exercise, on behalf of the Underwriters, the right to purchase such shares of Option Shares granted to the Underwriters under Section 1 hereof. The Firm Share

XUHANG HOLDINGS LIMITED FORM OF UNDERWRITING AGREEMENT
Underwriting Agreement • July 1st, 2024 • Xuhang Holdings LTD • Services-advertising • New York
MING SHING GROUP HOLDINGS LIMITED FORM OF UNDERWRITING AGREEMENT
Underwriting Agreement • June 24th, 2024 • Ming Shing Group Holdings LTD • Construction - special trade contractors • New York

The undersigned, Ming Shing Group Holdings Limited, a Cayman Islands exempted company ( “Company”), hereby confirms its agreement (this “Agreement” or the “Underwriting Agreement”) with R.F. Lafferty & Co., Inc. (the “Representative” of several underwriters as disclosed in Schedule A attached hereto and the term Representative as used herein shall have the same meaning as underwriter, collectively the “Underwriters” and each an “Underwriter”) to issue and sell to the Underwriters an aggregate of 1,500,000 ordinary shares, par value $0.0005 per share, of the Company (the “Firm Shares”). The Company also agrees to issue and sell to the Underwriters not more than an additional 225,000 shares of its ordinary shares, par value $0.0005 per share (the “Option Shares”), if and to the extent that the Representatives shall have determined to exercise, on behalf of the Underwriters, the right to purchase such shares of Option Shares granted to the Underwriters under Section 1 hereof. The Firm Sha

PRIMEGA GROUP HOLDINGS LIMITED UNDERWRITING AGREEMENT
Underwriting Agreement • June 21st, 2024 • Primega Group Holdings LTD • General bldg contractors - nonresidential bldgs • New York
MING SHING GROUP HOLDINGS LIMITED FORM OF UNDERWRITING AGREEMENT
Underwriting Agreement • June 7th, 2024 • Ming Shing Group Holdings LTD • Construction - special trade contractors • New York

The undersigned, Ming Shing Group Holdings Limited, a Cayman Islands exempted company ( “Company”), hereby confirms its agreement (this “Agreement” or the “Underwriting Agreement”) with Revere Securities LLC (the “Representative” of several underwriters as disclosed in Schedule A attached hereto and the term Representative as used herein shall have the same meaning as underwriter, collectively the “Underwriters” and each an “Underwriter”) to issue and sell to the Underwriters an aggregate of 1,500,000 ordinary shares, par value $0.0005 per share, of the Company (the “Firm Shares”). The Company also agrees to issue and sell to the Underwriters not more than an additional 225,000 shares of its ordinary shares, par value $0.0005 per share (the “Option Shares”), if and to the extent that the Representatives shall have determined to exercise, on behalf of the Underwriters, the right to purchase such shares of Option Shares granted to the Underwriters under Section 1 hereof. The Firm Shares

PRIMEGA GROUP HOLDINGS LIMITED UNDERWRITING AGREEMENT
Underwriting Agreement • May 31st, 2024 • Primega Group Holdings LTD • General bldg contractors - nonresidential bldgs • New York
MING SHING GROUP HOLDINGS LIMITED FORM OF UNDERWRITING AGREEMENT
Underwriting Agreement • May 29th, 2024 • Ming Shing Group Holdings LTD • Construction - special trade contractors • New York

The undersigned, Ming Shing Group Holdings Limited, a Cayman Islands exempted company ( “Company”), hereby confirms its agreement (this “Agreement” or the “Underwriting Agreement”) with Revere Securities LLC (the “Representative” of several underwriters as disclosed in Schedule A attached hereto and the term Representative as used herein shall have the same meaning as underwriter, collectively the “Underwriters” and each an “Underwriter”) to issue and sell to the Underwriters an aggregate of 1,500,000 ordinary shares, par value $0.0005 per share, of the Company (the “Firm Shares”). The Company also agrees to issue and sell to the Underwriters not more than an additional 225,000 shares of its ordinary shares, par value $0.0005 per share (the “Option Shares”), if and to the extent that the Representatives shall have determined to exercise, on behalf of the Underwriters, the right to purchase such shares of Option Shares granted to the Underwriters under Section 1 hereof. The Firm Shares

PRIMEGA GROUP HOLDINGS LIMITED UNDERWRITING AGREEMENT
Underwriting Agreement • April 25th, 2024 • Primega Group Holdings LTD • General bldg contractors - nonresidential bldgs • New York
Green Circle Decarbonize Technology Limited UNDERWRITING AGREEMENT
Underwriting Agreement • April 16th, 2024 • Green Circle Decarbonize Technology LTD • Air-cond & warm air heatg equip & comm & indl refrig equip • New York
EPSIUM ENTERPRISE LIMITED FORM OF UNDERWRITING AGREEMENT
Underwriting Agreement • January 22nd, 2024 • Epsium Enterprise LTD • Wholesale-beer, wine & distilled alcoholic beverages • New York

The undersigned, Epsium Enterprise Limited (“Company”), hereby confirms its agreement (this “Agreement” or the “Underwriting Agreement”) with Network 1 Financial Securities, Inc. (the “Representative” of several underwriters as disclosed in Schedule A attached hereto and the term Representative as used herein shall have the same meaning as underwriter, collectively the “Underwriters” and each an “Underwriter”) to issue and sell to the Underwriters an aggregate of [●] ordinary shares, par value of US$0.00002 per share, of the Company (the “Firm Shares”). The Company also agrees to issue and sell to the Underwriters not more than an additional [●] shares of its ordinary shares, par value US$0.00002 per share (the “Option Shares”), if and to the extent that the Representatives shall have determined to exercise, on behalf of the Underwriters, the right to purchase such shares of Option Shares granted to the Underwriters under Section 1 hereof. The Firm Shares and the Option Shares are here

AUTOZI INTERNET TECHNOLOGY (GLOBAL) LTD. UNDERWRITING AGREEMENT
Underwriting Agreement • November 27th, 2023 • Autozi Internet Technology (Global) Ltd. • Services-automotive repair, services & parking • New York

The undersigned, Autozi Internet Technology (Global) Ltd., a Cayman Islands exempted company (the “Company”), hereby confirms its agreement (this “Agreement”) with US Tiger Securities, Inc. (the “Representative” of several underwriters as disclosed in Schedule A attached hereto and the term Representative as used herein shall have the same meaning as underwriter, collectively the “Underwriters” and each an “Underwriter”) to issue and sell to the Underwriters an aggregate of [2,500,000] Class A Ordinary Shares, par value $0.000002 per share, of the Company (the “Firm Shares”). The Company has also granted to the Underwriters an option to purchase up to [375,000] additional Class A Ordinary Shares, par value $0.000002 per share, of the Company, on the terms and conditions for the purposes set forth in Section 6(e) hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased pursuant to this Agreement are herein collectively referred to as the “Securities.” The offering a

RICHTECH ROBOTICS INC. UNDERWRITING AGREEMENT
Underwriting Agreement • November 22nd, 2023 • Richtech Robotics Inc. • General industrial machinery & equipment, nec • New York
REPUBLIC POWER GROUP LIMITED UNDERWRITING AGREEMENT
Underwriting Agreement • September 22nd, 2023 • Republic Power Group LTD • Services-prepackaged software • New York
FBS GLOBAL LIMITED UNDERWRITING AGREEMENT
Underwriting Agreement • July 27th, 2023 • FBS Global LTD • Miscellaneous manufacturing industries • New York

The undersigned, FBS Global Limited, a Cayman Islands exempted company (the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters named in Schedule A hereto (such underwriters including Representative (as defined below), collectively, hereafter referred to as the “Underwriters”, and each of them as an “Underwriter”), for which Pacific Century Securities, LLC acting as the representative of the several Underwriters (in such capacity, the “Representative”), to issue and sell an aggregate of 2,750,000 ordinary shares of the Company, par value of $0.001 per share (the “Shares”). The offering and sale of securities contemplated by this Agreement is referred to herein as the “Offering.”

FBS GLOBAL LIMITED UNDERWRITING AGREEMENT
Underwriting Agreement • June 27th, 2023 • FBS Global LTD • Miscellaneous manufacturing industries • New York

The undersigned, FBS Global Limited, a Cayman Islands exempted company (the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters named in Schedule A hereto (such underwriters including Representative (as defined below), collectively, hereafter referred to as the “Underwriters”, and each of them as an “Underwriter”), for which Pacific Century Securities, LLC acting as the representative of the several Underwriters (in such capacity, the “Representative”), to issue and sell an aggregate of 3,750,000 ordinary shares of the Company, par value of $0.001 per share (the “Shares”). The offering and sale of securities contemplated by this Agreement is referred to herein as the “Offering.”

DAVIS COMMODITIES LIMITED UNDERWRITING AGREEMENT
Underwriting Agreement • June 26th, 2023 • DAVIS COMMODITIES LTD • Wholesale-farm product raw materials • New York
ERAYAK POWER SOLUTION GROUP INC. UNDERWRITING AGREEMENT
Underwriting Agreement • September 13th, 2022 • Erayak Power Solution Group Inc. • Motors & generators • New York

The undersigned, Erayak Power Solution Group Inc., a Cayman Islands exempted company (the “Company”), hereby confirms its agreement (this “Agreement”) with Craft Capital Management, LLC (the “Representative” of several underwriters as disclosed in Schedule A attached hereto and the term Representative as used herein shall have the same meaning as underwriter, collectively the “Underwriters” and each an “Underwriter”) to issue and sell to the Underwriters an aggregate of [●] Class A Ordinary Shares, par value $0.0001, of the Company (“Shares”). The offering and sale of securities contemplated by this Agreement is referred to herein as the “Offering.”

China Eco-Materials Group Co. Limited UNDERWRITING AGREEMENT
Underwriting Agreement • March 30th, 2021 • China Eco-Materials Group Co. LTD • Concrete, gypsum & plaster products • New York

This underwriting agreement (this “Agreement”) constitutes the agreement between China Eco-Materials Group Co. Limited, a Cayman Islands exempted company limited by shares (the “Company”), on the one hand, and the several underwriters named on Annex A hereto (such underwriters, for whom Network 1 Financial Securities, Inc. is acting as representative, in such capacity, the “Representative”, and if there are no underwriters other than the Representative, reference to multiple underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as underwriter, collectively the “Underwriters” and each an “Underwriter”), on the other hand, pursuant to which the Company shall issue and sell to the Underwriters an aggregate of 4,300,000 ordinary shares, par value $0.0001 per share, of the Company (“Shares”). The offering and sale of securities contemplated by this Agreement is referred to herein as the “Offering.”

Wunong Net Technology Company Limited UNDERWRITING AGREEMENT
Underwriting Agreement • November 16th, 2020 • Wunong Net Technology Co LTD • Retail-catalog & mail-order houses • New York
Wunong Net Technology Company Limited UNDERWRITING AGREEMENT
Underwriting Agreement • October 16th, 2020 • Wunong Net Technology Co LTD • Retail-catalog & mail-order houses • New York
EX-1.1 2 ff12018a1ex1-1_tiziana.htm FORM OF UNDERWRITING AGREEMENT TIZIANA LIFE SCIENCES plc [●] American Depositary Shares Representing [●] Ordinary Shares (Nominal Value £0.03 Each) UNDERWRITING AGREEMENT Laidlaw & Company (UK) Ltd. New York, NY...
Underwriting Agreement • May 5th, 2020 • New York

The ADSs will be evidenced by American Depositary Receipts (the “ADRs”) to be issued pursuant to a deposit agreement, dated on or about the Closing Date (as defined in Section 3 hereof) (the “Deposit Agreement”), among the Company, JPMorgan Chase Bank, N.A., as depositary (the “Depositary”), and the holders from time to time of the ADRs evidencing the ADSs issued thereunder. The Company shall, following subscription by the Underwriters of the Firm ADSs and, if applicable, the Optional ADSs, deposit, on behalf of the Underwriters, the Ordinary Shares represented by such ADSs with JPMorgan Chase Bank, N.A., as custodian (the “Custodian”) for the Depositary, which shall deliver such ADSs to the Representative for the account of the several Underwriters for subsequent delivery to the other several Underwriters or the investors, as the case may be.

ZHONGCHAO INC. UNDERWRITING AGREEMENT
Underwriting Agreement • February 26th, 2020 • Zhongchao Inc. • Services-educational services • New York

The undersigned, Zhongchao Inc., a Cayman Islands exempted company (the “Company”), hereby confirms its agreement (this “Agreement”) to issue and sell to the several Underwriters named in Schedule A hereto (the “Underwriters”) an aggregate of 3,000,000 Class A Ordinary Shares, par value $0.0001, of the Company (“Shares”). The offering and sale of securities contemplated by this Agreement is referred to herein as the “Offering.”