Lane Capital Markets, LLCValuerich Inc • November 13th, 2006 • Services-miscellaneous business services • New York
This Agreement confirms the mutual understanding and agreement between ValueRich, Inc., a Delaware corporation (the “Company”), and Lane Capital Markets, LLC (the “Representative”) in connection with the offering and sale, on a firm-commitment basis, through the Representative and other broker-dealers identified on Schedule I attached hereto (together with the Representative, the “Underwriters”) of an aggregate amount of 2,000,000 shares of common stock, par value $0.01 per share (the “Common Stock”), of the Company (the “Shares”) for an initial offering price to the public of $3.50 per Share (the “Offering Price”) pursuant to a registration statement on Form SB-2, as amended (the “Registration Statement”), filed with the Securities and Exchange Commission (the “SEC” or the “Commission”) under the Securities Act of 1933, as amended (the “Securities Act”). The offering of the Shares is further described in the Registration Statement. Solely for purposes of covering over-allotments, if a
LOCK-UP AGREEMENTLock-Up Agreement • November 13th, 2006 • Valuerich Inc • Services-miscellaneous business services
THIS WARRANT HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR ANY APPLICABLE STATE SECURITIES LAWS. THUS, NOTWITHSTANDING ANY OTHER PROVISIONS CONTAINED HEREIN, NO TRANSFER, HYPOTHECATION OR OTHER DISPOSITION OF THIS WARRANT IN...Valuerich Inc • November 13th, 2006 • Services-miscellaneous business services • Delaware
THIS CERTIFIES THAT, for value received, Lane Capital Markets, LLC (whose address is 263 Queens Grant Road, Fairfield, CT 06824 and whose fax number is (203) 254-1184 or its assigns is entitled to subscribe for and purchase, during the Subscription Period as defined below in this Warrant, Three Hundred Thousand (300,000) fully paid and non-assessable shares (subject to adjustment as hereinafter provided) of the common stock, par value $0.01 per share (the "Common Stock"), of ValueRich, Inc., a Delaware corporation (the "Corporation"), at a per share price equal to $5.60 (160% of the initial offering price of the Company’s Common Stock pursuant to a Registration Statement on Form SB-2 (File No.: 333-13551) (the “Registration Statement”) declared effective by the Securities and Exchange Commission (the “SEC”) under the Securities Act of 1933, as amended (the “Securities Act”)) (the "Warrant Price"); subject, however, to the provisions and upon the terms, conditions and adjustments herein
