Direct Communication Solutions, Inc. S-1/A

AMENDMENT NO. 1 TO FORM S-1

FORM OF UNDERWRITING AGREEMENT

FORM OF AMENDED AND RESTATED CERTIFICATE OF INCORPORATION, TO BE EFFECTIVE IMMEDIATELY PRIOR TO CLOSING OF THIS OFFERING

FORM OF REPRESENTATIVE'S WARRANT AGREEMENT

FORM OF CONVERTIBLE DEBENTURE DUE APRIL 13, 2024

FORM OF CONVERTIBLE DEBENTURE DUE SEPTEMBER 9, 2024

FORM OF WARRANT AGREEMENT FOR CONVERTIBLE DEBENTURE FINANCING

OPINION OF NELSON MULLINS RILEY & SCARBOROUGH LLP

FORM OF INDEMNIFICATION AGREEMENT BETWEEN THE REGISTRANT AND EACH OF ITS DIRECTORS AND EXECUTIVE OFFICERS

LIST OF SUBSIDIARIES OF THE REGISTRANT

CONSENT OF DAVIDSON & COMPANY LLP

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