SHANGHAI A TRIP MEDICAL TECHNOLOGY CO., LTD. Suite 1440-6B, Hongqian Road Changning District, Shanghai, PRC
SHANGHAI
A TRIP MEDICAL TECHNOLOGY CO., LTD.
Xxxxx
0000-0X, Xxxxxxxx Xxxx
Xxxxxxxxx
Xxxxxxxx, Xxxxxxxx, XXX
Xxxxx
00,
0000
Xxxxxxx
Partners
000
Xxxx
Xxxxxx
Xxxxxxxxxx,
Xxxxxxxx 00000
Gentlemen:
This
will
set forth our agreement as follows:
1.
Pursuant to an oral agreement between Belmont Partners (“Belmont”) and Shanghai
A Trip Medical Technology Co., Ltd. (“Shanghai Medical”), Belmont has found and
introduced to Shanghai Medical a Delaware corporation named Aamaxan Transport
Group, Inc. (“Aamaxan”) as a shell company to be used for a reverse merger
transaction involving the parent holding company of Shanghai Medical. Belmont
has also assisted Shanghai Medical in the negotiation of the terms of the
reverse merger transaction, including an acquisition by an affiliate of Shanghai
Medical of a controlling interest in Aamaxan as a first step in completing
the
reverse merger transaction.
2.
In
accordance with the oral agreement between Belmont and Shanghai Medical, in
full
consideration of Belmont’s services to Shanghai Medical, immediately upon
execution of this agreement, Shanghai Medical shall cause Aamaxan to issue
to
Belmont or its designees 821,429 shares of Common Stock, par value $.001 per
share, of Aamaxan (“Common Stock”), which number of shares is equal to the
difference between (a) 5% of the fully diluted shares of Common Stock giving
effect to the consummation of the reverse merger transaction and related
financing and (b) the number of shares of Common Stock held by non-affiliates
of
Aamaxan immediately after the consummation of the reverse merger
transaction.
3.
Belmont shall be responsible for all of its expenses in performing the services
referred to in Paragraph 1 hereof.
4.
This
Agreement shall be interpreted under the laws of the State of New York. This
Agreement supersedes all prior agreements and can only be amended in writing
subscribed by the party to be charged therewith. Delivery of any writings
required or referred to by this agreement shall be deemed delivered as of the
date of deposit in the United States mail to the last known address of the
party. This Agreement shall be binding upon all successors and assigns as their
interest shall appear. This Agreement may be executed in
counterparts.
Please
indicate your agreement with the foregoing by signing this Agreement in the
appropriate place below and returning to the undersigned one signed copy of
this
Agreement.
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Very
truly yours,
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SHANGHAI A TRIP MEDICAL TECHNOLOGY CO., LTD.
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By:
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Name:
Xxxx Xxxxx
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Title:
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BELMONT
PARTNERS
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By:
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Name:
Xxxxxx Xxxxx
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