Exhibit 10.15


 








February 15, 2019 Dentons Draft


 


AMENDMENT NO. 1

TO

BACKSTOP AGREEMENT


 


This Amendment No.
1, dated as of February 26, 2019 (this “Amendment) to that certain Backstop Agreement (the “Agreement”)
dated December 14, 2018 by and among (i) Draper Oakwood Technology Acquisition, Inc., a Delaware corporation (the “Company”),
(ii) Reebonz Holding Limited (f/k/a DOTA Holdings Limited), a Cayman Islands exempted company (“Pubco”),
(iii) the investor identified on the signature page hereto (“Investor”), and (iv) for certain limited
purposes, Cowen and Company, LLC (the “Broker”), is intended to effectuate the following changes to the
Agreement.


 


1. Definition
of Resale Period.


 


(a) The
Term “Resale Period” as used to the Agreement and this Amendment shall mean the one hundred-eight day
(180) period following the Closing, which shall be extended by an additional 90 day period upon written notice by Pubco to the
Investor and Broker at least one business day prior to the end of the Resale Period.


 


2. Early
Access to Escrow Funds.


 


(a) Section
7 of the Agreement shall be supplemented with the following subsection (d):


 


Notwithstanding
anything to the contrary contained herein, at any time prior to the end of the Resale Period, Investor is permitted to require
that Pubco and Investor provide joint instructions to Escrow Agent to release from the Escrow Account to the Investor such amount
that is equal to the Guaranteed Amount less the Net Proceeds from aggregate sales of Backstop Shares and Additional Shares
to date (such date referred to as the “[Cut-Off Date]” and such amount referred to as (the “Maximum
Amount”), provided however, that (i) upon Investor’s receipt of the Maximum Amount, any and all Net Proceeds
resulting from the sale of Backstop Shares and Additional Shares following the Cut-Off Date shall be deposited into the Escrow
Account, and (ii) in the joint written instructions of Pubco and Investor with respect to the distribution of the Maximum Amount,
Investor acknowledges to Escrow Agent that, upon the delivery of the Maximum Amount to Investor, notwithstanding Section 3 of the
Escrow Agreement, the Escrow Agent may rely on the sole written instructions of Pubco with respect to any further distribution
of Escrowed Funds. Following Investor receipt of the Maximum Amount, the Company has no continuing obligation to Investor.


 


3. Counterparts;
Facsimile. This Amendment may be executed in any number of counterparts, each of which when so executed and delivered shall
be deemed to be an original and all of which together shall be deemed to be one and the same agreement. A facsimile or other electronic
transmission of this signed Amendment shall be legal and binding on all parties hereto.


 


{Signature pages follow}


 




     


     


    

 


IN WITNESS WHEREOF, the parties hereto
have executed this Amendment, as of the date first written above.


 


	 	The Company:
	 	 
	 	DRAPER OAKWOOD TECHNOLOGY ACQUISITION, INC.
	 	 	 
	 	By: 	/s/ Samuel Lim
	 	 	Name:  Samuel Lim
	 	 	Title:  Chief Executive Officer
	 	 	 
	 	Pubco: 
	 	 
	 	REEBONZ HOLDING LIMITED
	 	 
	 	F/K/A: DOTA HOLDINGS LIMITED
	 	 	 
	 	By: 	/s/ Samuel Lim
	 	 	Name:  Samuel Lim
	 	 	Title:  Chief Executive Officer
	 	 	 
	 	The Broker:
	 	 
	 	COWEN AND COMPANY, LLC
	 	 	 
	 	By: 	/s/ Tim Manning
	 	 	Name: Tim Manning
	 	 	Title: Managing Director


 


{Additional Signature Pages Follow}


 


{Signature Page to Amendment No. 1
to Backstop Agreement}


 




     


     


    

 


	 	Accepted and agreed, effective as of the date first set forth above:
	 	 
	 	Name of Investor:
	 	 
	 	S4 Limited
	 	[Please print full name of Investor (individual or entity)]
	 	 
	 	Signature:
	 	 
	 	/s/ Robert Salem
	 	[Authorized signature of Investor]
	 	 
	 	Name of Signatory:
	 	 
	 	Robert Salem
	 	[Please print full name of authorized signatory if Investor is an entity]
	 	 
	 	Title of Signatory:
	 	 
	 	Director
	 	[Please print title of authorized signatory if Investor is an entity]


 


{Signature Page to Amendment No. 1
to Backstop Agreement}