UNDERWRITING AGREEMENTUnderwriting Agreement • February 15th, 2019 • Fit Boxx Holdings LTD • Retail-miscellaneous shopping goods stores • California
The undersigned, Fit Boxx Holdings Limited (the “Company”), hereby confirms its agreement (this “Agreement”) with WestPark Capital, Inc. (the “Representative”) and with the other underwriters, if any, named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
Form of Underwriter’s Warrant AgreementShare Purchase • February 15th, 2019 • Fit Boxx Holdings LTD • Retail-miscellaneous shopping goods stores • New York
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE (DEFINED BELOW) TO ANYONE OTHER THAN (I) WESTPARK CAPITAL, INC. OR AN UNDERWRITER OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, OR (II) A BONA FIDE OFFICER OR PARTNER OF WESTPARK CAPITAL, INC. OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER.
Lock-Up AgreementLock-Up Agreement • February 15th, 2019 • Fit Boxx Holdings LTD • Retail-miscellaneous shopping goods stores
