Exhibit 4.2


 


	
        NUMBER

        C-__________
	
         
	 	SHARES








 


IFRESH
INC.


 


INCORPORATED
UNDER THE LAWS OF THE STATE OF DELAWARE


 


COMMON
STOCK


 


PAR
VALUE $0.0001 PER SHARE


 


SEE REVERSE FOR

CERTAIN DEFINITIONS




  


CUSIP                  


 


This Certifies that


 


is the owner of


 


FULLY
PAID AND NON-ASSESSABLE SHARES OF COMMON STOCK OF


 


IFRESH
INC.


 


transferable
on the books of the Company in person or by duly authorized attorney upon surrender of this certificate properly endorsed.


 


This
certificate is not valid unless countersigned by the Transfer Agent and registered by the Registrar.

Witness the facsimile seal of the Company and the
facsimile signatures of its duly authorized officers.


 


[Corporate
Seal]


Dated:


 


	 	 	 	 
	 	 	 	 
	CHAIRMAN	 	 	SECRETARY




 






     


     


    

 





The following abbreviations, when used in the inscription on the face of this certificate, shall be construed
as though they were written out in full according to applicable laws or regulations:


 


	 	TEN COM –	as tenants in common	UNIF GIFT MIN ACT -	 	 	Custodian	 	 
	 	TEN ENT – 	as tenants by the entireties	 	(Cust)	 	 	(Minor)	 










	 	JT TEN – 	as joint tenants with right of survivorship	under Uniform Gifts to Minors	 
	 	 	and not as tenants in common	Act		 	 
	 	 	 	 	(State)	 	 




 


Additional
Abbreviations may also be used though not in the above list.


 





IFRESH INC.


The Company will
furnish without charge to each stockholder who so requests the powers, designations, preferences and relative, participating, optional
or other special rights of each class of shares or series thereof of the Company and the qualifications, limitations, or restrictions
of such preferences and/or rights. This certificate and the shares represented thereby are issued and shall be held subject to
all the provisions of the Company’s Amended and Restated Certificate of Incorporation and all amendments thereto and resolutions
of the Board of Directors providing for the issue of preferred stock (copies of which may be obtained from the secretary of the
Company), to all of which the holder of this certificate by acceptance hereof assents.







 


For
value received, ___________________________ hereby sell(s), assign(s) and transfer(s) unto


 


PLEASE
INSERT SOCIAL SECURITY OR OTHER


IDENTIFYING
NUMBER OF ASSIGNEE(S)


 





	 	 
	 	 




 


 





 



(PLEASE
PRINT OR TYPEWRITE NAME AND ADDRESS, INCLUDING ZIP CODE, OF ASSIGNEE(S))


 





 



 


 





 






 


	   	shares




of common stock represented
by the within Certificate, and do hereby irrevocably constitute and appoint


 


                                                                                                                                                                                                              Attorney


to
transfer the said stock on the books of the within named Company will full power of substitution in the premises.


 


Dated                                           


 


	 	 	 
		Notice:	The signature to this assignment must correspond with the name as written upon the face of the certificate
in every particular, without alteration or enlargement or any change whatever.







 


Signature(s)
Guaranteed:


 


                                                                                                                                                                           





THE SIGNATURE(S) SHOULD BE GUARANTEED
BY AN ELIGIBLE GUARANTOR INSTITUTION


(BANKS, STOCKBROKERS, SAVINGS AND LOAN
ASSOCIATIONS AND CREDIT UNIONS WITH


MEMBERSHIP IN AN APPROVED SIGNATURE
GUARANTEE MEDALLION PROGRAM,


PURSUANT TO S.E.C. RULE 17Ad-15).