ESCROW AGREEMENT (PUBLIC OFFERING)Escrow Agreement • July 30th, 2019 • Baikang Biological Group Holdings LTD • Medicinal chemicals & botanical products • New York
THIS AGREEMENT (this “Agreement”) is made this [date], by and among Baikang Biological Group Holdings Limited (the “Issuer”) and the Underwriter whose name and address appears on the Information Sheet (as defined herein) attached to this Agreement and Continental Stock Transfer & Trust Company, 1 State Street, 30th Floor, New York, New York 10004 (the “Escrow Agent”).
UNDERWRITING AGREEMENT between BAIKANG BIOLOGICAL GROUP HOLDINGS LIMITED (the “Company”) and JOSEPH STONE CAPITAL, LLC (the “Underwriter”)Underwriting Agreement • July 30th, 2019 • Baikang Biological Group Holdings LTD • Medicinal chemicals & botanical products • New York
Form of Subscription AgreementSubscription Agreement • July 30th, 2019 • Baikang Biological Group Holdings LTD • Medicinal chemicals & botanical products • Delaware
This subscription (this “Agreement”) is dated [________________], 2019, by and between the investor identified on the signature page hereto (the “Investor”) and BAIKANG BIOLOGICAL GROUP HOLDINGS LIMITED, a British Virgin Islands company (the “Company”), whereby the parties agree as follows:
Form of Underwriter’s Warrant Agreement BAIKANG BIOLOGICAL GROUP HOLDINGS LIMITED COMMON SHARE WARRANTUnderwriter’s Warrant Agreement • July 30th, 2019 • Baikang Biological Group Holdings LTD • Medicinal chemicals & botanical products • New York
This certifies that, for good and valuable consideration, receipt of which is hereby acknowledged, Joseph Stone Capital, LLC (“Holder”) is entitled to purchase, subject to the terms and conditions of this Warrant, from BAIKANG BIOLOGICAL GROUP HOLDINGS LIMITED, a British Virgin Islands company (the “Company”), up to [ ] fully paid and nonassessable shares of the Company’s common share, $0.001 par value per share (“Common Shares”) of the Company, in accordance with Section 2 hereof during the period commencing on [ ] [180 days from the commencement of the public offering] (the “Commencement Date”) and ending at 5:00 p.m. New York time, [ ] [three (3) years from the commencement date of the public offering] (the “Expiration Date”), at which time this Warrant will expire and become void unless earlier terminated as provided herein. The Common Shares of the Company for which this Warrant is exercisable, as adjusted from time to time pursuant to the terms hereof, are hereinafter referred to
Form of Lock-Up AgreementLock-Up Agreement • July 30th, 2019 • Baikang Biological Group Holdings LTD • Medicinal chemicals & botanical products • New York
The undersigned, a shareholder, director or officer of Baikang Biological Group Holdings Limited, a British Virgin Islands company (the “Company”), understands that Joseph Stone Capital, LLC (the “Underwriter”) will act as an underwriter to carry out the proposed public offering (the “Offering”) of the Company’s common shares, par value $0.001 each (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 beginning on the commencement of trading of the Securities on the Nasdaq Capital Market (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 purchas
