Form of Smart Move, Inc. UNDERWRITING AGREEMENT dated , 2008 Paulson Investment Company, Inc.Underwriting Agreement • December 9th, 2008 • Smart Move, Inc. • Trucking (no local) • New York
Introductory. Smart Move, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters named in Schedule A (the “Underwriters”) an aggregate of 5,500,000 Units, each Unit consisting of (i) one share of the Company’s common stock (“Common Stock”), (ii) one redeemable Class A warrant to purchase one share of Common Stock (each a “Class A Warrant” and, collectively, the “Class A Warrants”) and (iii) one non-redeemable Class B warrant to purchase one share of Common Stock (each a “Class B Warrant” and, collectively, the “Class B Warrants” and, together with the Class A Warrants, the “Warrants”). The Warrants are to be issued under the terms of a Warrant Agreement (the “Warrant Agreement”) by and between the Company and Corporate Stock Transfer, Inc., as warrant agent (the “Warrant Agent”), substantially in the form most recently filed as an exhibit to the Registration Statement (hereinafter defined). The 5,500,000 Units to be sold by the Company are
