0001213900-19-025230 Sample Contracts

NUTRIBAND INC. UNDERWRITING AGREEMENT
Underwriting Agreement • December 3rd, 2019 • NutriBand Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York

The undersigned, Nutriband Inc., a company incorporated under the laws of Nevada (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as defined below) as being subsidiaries or affiliates of Nutriband Inc., the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which WallachBeth Capital LLC is acting as representative to the several Underwriters (the “Representative” , and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.

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WARRANT AGENT AGREEMENT
Warrant Agent Agreement • December 3rd, 2019 • NutriBand Inc. • Orthopedic, prosthetic & surgical appliances & supplies • New York

THIS WARRANT AGENT AGREEMENT (this “Agreement”) is dated December [ ], 2019, between Nutriband Inc., a Nevada corporation (the “Company”), and American Stock Transfer & Trust Company, LLC, acting as warrant agent (the “Warrant Agent”).

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