Lucid 8-K Entry into a Material Definitive Agreement

Exhibit 1.1

In acknowledgment that the foregoing correctly sets forth the understanding reached by HCW and the Company, please sign in the space provided below, whereupon this letter shall constitute a binding Agreement as of the date indicated above.

Very truly yours,
H.C. WAINWRIGHT & CO., LLC
By:	/s/ Mark Viklund
Name:		Mark Viklund
Title:		Chief Executive Officer

Accepted and Agreed to as of
the date first written above:

LUCID, INC.

By:	/s/ L. Michael Hone
Name: L. Michael Hone
Title: Chief Executive Officer