SPECTRAL IP, INC. S-1/A

REGISTRATION STATEMENT

FORM OF UNDERWRITING AGREEMENT

CERTIFICATE OF FORMATION

FORM OF CERTIFICATE OF DESIGNATION OF PREFERRED STOCK

BYLAWS

DESCRIPTION OF SECURITIES

FORM OF COMMON STOCK CERTIFICATE

COMMON SHARE PURCHASE WARRANT, BY AND BETWEEN THE REGISTRANT AND DOMINARI SECURITIES LLC, DATED MARCH 26, 2025

FORM OF REPRESENTATIVE WARRANT

FORM OF DIRECTOR AGREEMENT

AMENDMENT TO STOCK PURCHASE AGREEMENT, BY AND BETWEEN THE REGISTRANT AND SAUVEGARDER IM, DATED MARCH 19, 2025

LICENSE AGREEMENT, BY AND BETWEEN SPECTRAL AI, INC. AND SIM TECH LICENSING LLC, DATED MAY 5, 2025

AMENDMENT TO STOCK PURCHASE AGREEMENT, BY AND BETWEEN THE REGISTRANT AND SAUVEGARDER IM, DATED MAY 6, 2025

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT, BY AND AMONG REGISTRANT AND DAVID KUTCHER

FIRST AMENDMENT TO EMPLOYMENT AGREEMENT, BY AND AMONG REGISTRANT AND ERICH SPANGENBERG

FORM OF CODE OF ETHICS AND BUSINESS CONDUCT

LIST OF SUBSIDIARIES OF THE REGISTRANT

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM (SPECTRAL IP, INC.)

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM (SAUVEGARDER INVESTMENT MANAGEMENT, INC.)

FORM OF AUDIT COMMITTEE CHARTER

FORM OF COMPENSATION COMMITTEE CHARTER

FORM OF NOMINATING AND CORPORATE GOVERNANCE COMMITTEE CHARTER

FILING FEE TABLE

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