EX-10.3 7 dex103.htm EXHIBIT 10.3

Exhibit 10.3

LOCK-UP AGREEMENT

________ ___,____________

By Facsimile (____________) |  | By Facsimile ((804) 648-3404)
Dehaier Medical Systems Limited |  | Anderson & Strudwick, Incorporated
1223 Epoch Center |  | 707 East Main Street
No. 31 Zi Zhu Yuan Road |  | 20 th Floor
Haidian District, Beijing 100089 |  | Richmond, Virginia 23219
People’s Republic of China |  | Attn: L. McCarthy Downs, III,
Attn: Ping Chen |  | Senior Vice President
CEO |  |

Re: Lock-Up Agreement

Dear Mr. Ping and Mr. Downs:

The undersigned understands that Anderson & Strudwick, Incorporated (the “Placement Agent”), proposes to enter into a Placement Agreement with Dehaier Medical Systems Limited (the “Company”), providing for the public offering (the “Offering”), by the Placement Agent of a minimum of 1,250,000 common shares and a maximum of 1,500,000 common shares (the “Shares”).

In consideration of the Placement Agent’s agreement to undertake the Offering of the Shares on a “best efforts, minimum/maximum” basis, and for other good and valuable consideration, the receipt of which is hereby acknowledged, the undersigned agrees that the undersigned will not register, offer, sell, contract to sell, grant any securities convertible into or exercisable or exchangeable for the Shares or any warrants to purchase the Shares (including, without limitation, securities of the Company which may be deemed to be beneficially owned by the undersigned in accordance with the rules and regulations of the Securities and Exchange Commission and securities which may be issued upon the exercise of a stock option or warrant) for a period of (a) as to one-half (1/2) of the Shares now or in the future beneficially owned by the undersigned, ninety (90) days after the date of the offering and (b) as to the other one-half of such Shares, one hundred ninety (190) days after the closing date of this offering. The obligations under this lock-up period are separate from any obligations that may relate to the Make Good Escrow Agreement to be entered between the Placement Agent, an escrow agent, the Company and certain shareholders of the Company on the date hereof.

The undersigned understands that the Company, the Placement Agent and the Representatives will proceed with the Offering in reliance upon this Lock-up Agreement.

Very truly yours,
By: |  |
Name: |  |
Its: |  |