Innovative Eyewear Inc. Watch

from 8-K 11 pages Innovative Eyewear, Inc., a Company Incorporated Under the Laws of the State of Florida (The “Company”) Is Pleased to Offer to You (“Holder”, “You” or Similar Terminology) the Opportunity to Receive New Warrants to Purchase Shares of the Company’s Common Stock, Par Value $0.00001 Per Share (The “Common Stock”) in Consideration for Exercising for Cash All of the Company’s Warrants to Purchase an Aggregate of [ ] Shares of Common Stock, Issued to You on May 29, 2024, With an Exercise Price of $9.50 Per Share and Termination Date of May 29, 2029 (The “Existing Warrants”), as Set Forth on the Signature Page Hereto. the Resale of the Shares of Common Stock Underlying the Existing Warrants (The “Warrant Shares”) Has Been Registered Pursuant to the Registration Statement on Form S-1, as Amended (File No. 333-279873) (As So Amended, the “Registration Statement”). the Registration Statement Is Currently Effective And, Upon Exercise of the Existing Warrants Pursuant to This Letter Agreement, Will Be Effective for the Resale of the Warrant Shares, as Applicable. Capitalized Terms Not Otherwise Defined Herein Shall Have the Meanings Set Forth in the New Warrants (As Defined Herein)

from 8-K 11 pages Innovative Eyewear, Inc., a Company Incorporated Under the Laws of the State of Florida (The “Company”) Is Pleased to Offer to You (“Holder”, “You” or Similar Terminology) the Opportunity to Receive New Warrants to Purchase Shares of the Company’s Common Stock, Par Value $0.00001 Per Share (The “Common Stock”) in Consideration for Exercising for Cash All of the Company’s Warrants to Purchase an Aggregate of [ ] Shares of Common Stock, Issued to You on May 1, 2024, With an Exercise Price of $4.88 Per Share and Termination Date of July 9, 2029 (The “Existing Warrants”), as Set Forth on the Signature Page Hereto. the Resale of the Shares of Common Stock Underlying the Existing Warrants (The “Warrant Shares”) Has Been Registered Pursuant to the Registration Statement on Form S-1, as Amended (File No. 333-279873) (As So Amended, the “Registration Statement”). the Registration Statement Is Currently Effective And, Upon Exercise of the Existing Warrants Pursuant to This Letter Agreement, Will Be Effective for the Resale of the Warrant Shares, as Applicable. Capitalized Terms Not Otherwise Defined Herein Shall Have the Meanings Set Forth in the New Warrants (As Defined Herein)

from 8-K 11 pages Holder of Warrants Issued in June 2023 Re: Inducement Offer to Exercise Warrants Issued in June 2023 Dear Holder

from 8-K 41 pages Securities Purchase Agreement

from 10-Q 10 pages Material contract

from 8-K 43 pages Securities Purchase Agreement

from 8-K 42 pages At the Market Offering Agreement April 15, 2024

from S-1 35 pages Securities Purchase Agreement

from 8-K 11 pages [Name and Address of Warrant Holder] Re: Exercise and Reload Offer of Common Stock Purchase Warrants to Whom It May Concern

from 8-K 20 pages Warrant Agency Agreement Innovative Eyewear, Inc. and Vstock Transfer, LLC, as Warrant Agent Dated as of August 17, 2022 Warrant Agency Agreement

from S-1/A 10 pages Innovative Eyewear, Inc. Convertible Note Contents

from S-1/A 9 pages Canadian Independent Distribution and Independent Contractor Agreement

from S-1/A 6 pages Sales Representation Agreement

from S-1/A 5 pages 2021 Equity Incentive Plan General

from S-1/A 2 pages This Amendment Agreement Is Dated 10th August 2021 and Made Between: (1) Innovative Eyewear, Inc., a Corporation Organised and Existing Under the State of Florida (“Company”); and (2) Frank Rescigna With Email Rescigna@hotmail.com (“Consultant”). It Is Agreed as Follows: 1. Definitions and Interpretation 1.1 Definitions in This Agreement: “Original Agreement” Means the Original Consultancy Agreement Dated 5/1/21 Between the Company and the Consultant. 1.2 Incorporation of Defined Terms (A) Unless a Contrary Indication Appears, a Term Defined in the Original Agreement Has the Same Meaning in This Agreement. (B) the Principles of Construction Set Out in the Original Agreement Shall Have Effect as if Set Out in This Agreement. 1.3 Third Party Rights a Person Who Is Not a Party to This Agreement Has No Right to Enforce or to Enjoy the Benefit of Any Term of This Agreement. 2. Amendment in Consideration of $1 to Be Payable by the Company to the Consultant Then With Effect From the Date of the Original Agreement the Consulting Fee Section in the Original Agreement Will Be Amended as Set Out Below

from S-1/A 2 pages Innovative Eyewear Inc Consulting Services Agreement

from S-1/A 6 pages Material contract

from S-1/A 10 pages Executive Employment Agreement

from S-1/A 3 pages 8. Assignment

from S-1/A 10 pages Innovative Eyewear Inc Convertible Note Contents