1
EXHIBIT 4
SUPPLY CHAIN SERVICES, INC.
Registered Address : 0000 Xxxxx Xxxxxx Xxxxxx, Xxxxx 000, Xxxxxxxxxx,
Xxxxxxxx 00000, X.X.X.
May 10, 2001
Xx. Xxxxxx Xxx Xxxxx Xxx
Xxxx Xxxxxxx Xxx Man Xxx
Xx. Xxxxx Xxxx
Xx. Xxxx Xxxx Xx
Xx. Xxxxxxx Che Xxxxx Xxxx
Xx. Xxxxx Kung Xxxx Lok
c/o 8/F, Guangdong Textile Centre,
00 Xxxxxx Xxxxxx, Xxxxxxxxxxx,
Xxxxxxx, Xxxx Xxxx
RE: LOCK UP AGREEMENT WITH SUPPLY CHAIN SERVICES, INC.
Gentlemen:
As part of the sale of issued shares of Common Stock of Supply Chain
Services, Inc. (the "Company") under a contemplated "Best Effort"
self-underwriting exercise to the general public (the "New Issue Exercise"), the
Undersigned hereby represent, warrant, covenant and agree, for the benefit of
the Company and the holders of record (the "third party beneficiaries") of the
Company's outstanding securities, including the Company's Common Stock, $.0001
par value (the "Stock") at the close of the New Issue Exercise and during the
pendency of this letter agreement that the Undersigned will not transfer, sell,
contract to sell, devise, gift, assign, pledge, hypothecate, distribute or grant
any option to purchase or otherwise dispose of, directly or indirectly, their
shares of Stock of the Company owned beneficially or otherwise by the
Undersigned within a period of 90 calendar days from the date the SB-2 filed
with the Securities and Exchange Commission (the "SEC") is declared effective by
the SEC.
Any attempted sale, transfer or other disposition in violation of this
letter agreement shall be null and void.
The Undersigned further agree that the Company (i) may instruct its
transfer agent not to transfer such securities (ii) may provide a copy of this
letter agreement to the Company's transfer agent for the purpose of instructing
the Company's transfer agent to place a legend on the certificate(s) evidencing
the securities subject hereto and disclosing that any transfer, sale, contract
for sale, devise, gift, assignment, pledge or hypothecation of such securities
is subject to the terms of this letter agreement and (iii) may issue
stop-transfer instructions to its transfer agent for the period contemplated by
this letter agreement for such securities. This letter agreement shall be
binding upon the Undersigned, their agents, heirs, successors, assigns and
beneficiaries.
Any waiver by the Company of any of the terms and conditions of this letter
agreement in any instance must be in writing and must be duly executed by the
Company and the Undersigned and shall not be deemed or construed to be a waiver
of such term or condition for the future, or of any subsequent breach thereof
2
The Undersigned agree that any breach of this letter agreement will cause
the Company and the third party beneficiaries irreparable damage for which there
is no adequate remedy at law. If there is a breach or threatened breach of this
letter agreement by the Undersigned, the Undersigned hereby agree that the
Company and the third party beneficiaries shall be entitled to the issuance of
an immediate injunction without notice to restrain the breach or threatened
breach. The Undersigned also agree that the Company and all third party
beneficiaries shall be entitled to pursue any other remedies for such a breach
or threatened breach, including a claim for money damage.
ACKNOWLEDGED and AGREED on the date first written above:
XXXXXX XXX XXXXX XXX XXXX XXXX XX
/s/ Xxxxxx Xxx Xxxxx Xxx /s/ King Xxxx Xx
------------------------ ------------------------------------
XXXXXXX XXX MAN XXX XXXXXXX CHE XXXXX XXXX
/s/ Xxxxxxx Xxx Man Xxx /s/ Xxxxxxx Che Xxxxx Xxxx
------------------------ ------------------------------------
XXXXX XXXX XXXXX KUNG XXXX XXX
/s/ Xxxxx Xxxx /s/ Xxxxx Kung Xxxx Lok
----------------------- ------------------------------------
