UNDERWRITING AGREEMENTUnderwriting Agreement • September 26th, 2018 • JUMP WORLD HOLDINGS LTD • Services-computer programming, data processing, etc. • New York
Introduction. This underwriting agreement (this “Agreement”) constitutes the agreement between Jump World Holding Limited, a Cayman Island exempted company (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereafter defined) as being subsidiaries or affiliates of the Company, the “Company”), on the one hand, and Boustead Securities, LLC (the “Underwriter”), on the other hand, pursuant to which the Underwriter shall serve as the underwriter for the Company in connection with the proposed offering (the “Offering”) by the Company of its Offered Securities (as defined below).
ORDINARY SHARE PURCHASE WARRANT JUMP WORLD HOLDING LIMITEDOrdinary Share Purchase Warrant • September 26th, 2018 • JUMP WORLD HOLDINGS LTD • Services-computer programming, data processing, etc.
THIS ORDINARY SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, Boustead Securities, LLC, the registered holder hereof or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after _______, 201__, being any date after the issuance of this Warrant (the “Initial Exercise Date”) and on or prior to the close of business on the three (3) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from JUMP WORLD HOLDING LIMITED, a Cayman Islands exempted company (the “Company”), up to [ ] Ordinary Shares1 (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SUBSCRIPTION AGREEMENT Class A Ordinary Shares of Jump World Holding LimitedSubscription Agreement • September 26th, 2018 • JUMP WORLD HOLDINGS LTD • Services-computer programming, data processing, etc.
This subscription agreement (this “Subscription Agreement”) is dated , 2018, by and between the investor identified on the signature page hereto (the “Investor”) and Jump World Holding Limited, a Cayman Islands exempted company (the “Company”). The parties agree as follows:
Form of Lock-up AgreementLock-Up Agreement • September 26th, 2018 • JUMP WORLD HOLDINGS LTD • Services-computer programming, data processing, etc. • New York
The undersigned, a stockholder, director or officer of Jump World Holding Limited, a Cayman Islands company (the “Company”), understands that Boustead Securities, LLC (the “Underwriter”) will act as an underwriter to carry out an offering (the “Offering”) of the Company’s ordinary shares (the “Securities”). In recognition of the benefit that the Offering will confer upon the undersigned, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the undersigned agrees with the Underwriter that, without the prior written consent of the Underwriter, during a period of twelve (12) months from the date on which the trading of the Securities on the NASDAQ Stock Exchange commences (the “Lock-Up Period”), the undersigned will not, without the prior written consent of the Underwriter, directly or indirectly (i) offer, pledge, sell, contract to sell, sell any option or contract to purchase, purchase any option or contract to sell, grant any opti
OFFERING DEPOSIT ACCOUNT AGENCY AGREEMENTOffering Deposit Account Agency Agreement • September 26th, 2018 • JUMP WORLD HOLDINGS LTD • Services-computer programming, data processing, etc. • California
This OFFERING DEPOSIT ACCOUNT AGENCY AGREEMENT (this “Agreement”) dated as of [ ], 2018, by and among JUMP WORLD HOLDING LIMITED, a Cayman Islands company (the “Company”), having an address at 12th Floor, Tower A, Changtai Plaza, 2889 Jinke Road, Pudong New District, Shanghai, 201203, P.R. China and BOUSTEAD SECURITIES, LLC, serving as the underwriter (the “Underwriter”), having an address at 6 Venture, Suite 265, Irvine, CA 92618 USA, and FinTech Clearing, LLC (the “Deposit Account Agent”), a broker-dealer registered with the Securities and Exchange Commission (“SEC”), having an office at 6 Venture, Suite 265, Irvine, CA 92618 USA. All capitalized terms not herein defined shall have the meaning ascribed to them in that certain prospectus filed with the SEC, under File Number 333-227192, including all attachments, schedules and exhibits thereto, as amended from time to time.
