SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 16th, 2014 • Highpower International, Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of April 14, 2014, between Highpower International, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
COMMON STOCK PURCHASE WARRANT highpower international, inc.Highpower International, Inc. • August 14th, 2014 • Miscellaneous electrical machinery, equipment & supplies
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ARDOUR CAPITAL INVESTMENTS, LLC or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the three (3) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Highpower International, Inc., a Delaware corporation (the “Company”), up to shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is issued by the Company as of the date hereof pursuant to (i) Section 7(b) of the Engagement Agreement, dated April 14, 2014, between the Company and Ardour Capital Investments,
HIGHPOWER INTERNATIONAL, INC.Indenture • April 13th, 2017 • Highpower International, Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
INDENTURE, dated as of __________, 20__, among Highpower International, Inc., a Delaware corporation (the “Company”), and ___________________, as trustee (the “Trustee”):
COMMON STOCK PURCHASE WARRANT highpower international, inc.Highpower International, Inc. • April 16th, 2014 • Miscellaneous electrical machinery, equipment & supplies
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date hereof (the “Initial Exercise Date”) and on or prior to the close of business on the three (3) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Highpower International, Inc., a Delaware corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
INDEMNIFICATION AGREEMENTIndemnification Agreement • June 28th, 2019 • Highpower International, Inc. • Miscellaneous electrical machinery, equipment & supplies • Delaware
This Indemnification Agreement (“Agreement”), dated as of [DATE], is by and between Highpower International, Inc., a Delaware corporation (the “Company”), and [NAME OF DIRECTOR/OFFICER] (the “Indemnitee”).
WORKING CAPITAL LOAN CONTRACT Reference No. : 2019nianzhenzhongyinbujiezi No.0028Highpower International, Inc. • August 13th, 2019 • Miscellaneous electrical machinery, equipment & supplies
This contract is the affiliated specific credit contract under the “Comprehensive Credit Line Contract” (Reference No.: 2018zhenzhongyinebuxiezi No. 00029), which is signed by Springpower Technology (Shenzhen) Co., Ltd. and Bank of China, Buji Sub-branch.
FORM OF SENIOR INDENTURE by and between HONG KONG HIGHPOWER TECHNOLOGY, INC. as Issuer, and as Trustee Dated as of ______________Senior Indenture • August 2nd, 2010 • Hong Kong Highpower Technology, Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
SENIOR INDENTURE (this “Indenture”), dated as of ________, by and between HONG KONG HIGHPOWER TECHNOLOGY, INC., a Delaware corporation (the “Company”), as issuer, and ______________, a ____________, as trustee (the “Trustee”).
COMMON STOCK PURCHASE AGREEMENTCommon Stock Purchase Agreement • September 28th, 2007 • SRKP 11 Inc • Blank checks • Delaware
AGREEMENT entered into as of the 28th day of September, 2007, by and between SRKP 11, Inc., a Delaware corporation with an address at 4737 North Ocean Drive, Suite 207, Lauderdale by the Sea, FL 33308 (the “Company”) and Charles Frisco with an address at 117 Belmont Avenue, Long Beach, CA 90803 (the “Purchaser”).
Maximum Amount Guaranty Contract (Apply to lines of credit)Highpower International, Inc. • May 13th, 2019 • Miscellaneous electrical machinery, equipment & supplies
The guarantor is voluntary as a financier (“creditor”) to provide security for the line of credit of the applicant Huizhou Highpower Technology Co., Ltd. (or “debtor”). In order to clarify the rights and duties, abide by credit, the contracting parties signed this contract in accordance with relevant laws and regulations to comply with.
475,000 Shares1 Hong Kong Highpower Technology, Inc. Common Stock UNDERWRITING AGREEMENTUnderwriting Agreement • June 4th, 2008 • Hong Kong Highpower Technology, Inc. • Miscellaneous electrical machinery, equipment & supplies • California
Hong Kong Highpower Technology, Inc., a Delaware corporation (the “Company”), proposes to sell to you and other firms and corporations named in Schedule A attached hereto (the “Underwriters,” which term shall also include any underwriter substituted as provided in Section 9 hereof), for which you are acting as representative (“Representative”), 475,000 shares (the “Primary Shares”) of the Company’s Common Stock, par value $.0001 per share (“Common Stock”). In addition, the Company proposes to grant to the Underwriters an option to purchase, solely for the purpose of covering over-allotments, up to an additional 71,250 shares of the Common Stock (the “Over-Allotment Shares”). The Primary Shares and the Over-Allotment Shares are collectively referred to below as the “Shares.” The Company agrees with the several Underwriters as set forth below.
FORM OF SUBORDINATED INDENTURE by and between HONG KONG HIGHPOWER TECHNOLOGY, INC. as Issuer, and as Trustee Dated as of ______________Subordinated Indenture • August 2nd, 2010 • Hong Kong Highpower Technology, Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
SUBORDINATED INDENTURE (this “Indenture”), dated as of ________, by and between HONG KONG HIGHPOWER TECHNOLOGY, INC., a Delaware corporation (the “Company”), as issuer, and ______________, a ____________, as trustee (the “Trustee”).
Maximum Amount Guaranty ContractHighpower International, Inc. • March 28th, 2019 • Miscellaneous electrical machinery, equipment & supplies
In order to warranty the performance of debts under item one of this contract, the guarantor provides the warranty to the creditor voluntarily, and the two parties entered into this contract after equal negotiation.
Number :0400000928-2019nian(Henggang) No. 00144 WORKING CAPITAL LOAN CONTRACTHighpower International, Inc. • August 13th, 2019 • Miscellaneous electrical machinery, equipment & supplies
Important note: The contract is signed between borrower and lender according to laws and on equal and willing basis, and all the terms of this contract are true meaning of both sides. In order to protect the borrower’s legitimate rights and interests, the lender hereby inform the borrower to pay full attention to all the terms concerning the rights and obligations of both parties , especially the bold parts of the contract.
MAXIMUM GUARANTEE CONTRACTHighpower International, Inc. • August 13th, 2018 • Miscellaneous electrical machinery, equipment & supplies
Whereas Party B is willing to act as the Guarantor of Party A and provide Party A with maximum joint liability guarantee in order to ensure the execution of the contract between Party A and SHENZHEN HIGHPOWER TECHNOLOGY CO., LTD. (hereinafter referred to as the Debtor), IN WITNESS WHEREOF, Party A and Party B hereby agree to conclude and sign this Contract upon consensus through consultation between both Parties. Both Parties shall abide by the following terms and conditions.
AGREEMENT AND PLAN OF MERGER among HPJ PARENT LIMITED, HPJ MERGER SUB CORP. and HIGHPOWER INTERNATIONAL, INC. Dated as of June 28, 2019Agreement and Plan of Merger • June 28th, 2019 • Highpower International, Inc. • Miscellaneous electrical machinery, equipment & supplies • Delaware
AGREEMENT AND PLAN OF MERGER, dated as of June 28, 2019 (this “Agreement”), among HPJ Parent Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (“Parent”), HPJ Merger Sub Corp., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and Highpower International, Inc., a Delaware corporation (the “Company”).
RIGHTS AGREEMENT by and between HIGHPOWER INTERNATIONAL, INC. and CORPORATE STOCK TRANSFER, INC. as Rights Agent Dated as of September 12, 2017Rights Agreement • September 13th, 2017 • Highpower International, Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
RIGHTS AGREEMENT, dated as of September 12, 2017 (this “Agreement”), by and between Highpower International, Inc., a Delaware corporation (the “Company”), and Corporate Stock Transfer, Inc., as rights agent (the “Rights Agent”).
Maximum Guarantee Contract Huaxia Bank Co., Ltd. Maximum Guarantee ContractHighpower International, Inc. • April 4th, 2018 • Miscellaneous electrical machinery, equipment & supplies
Domicile: block A,4/F, Jinmeiwei Industrial Park, Guanlan Hi-tech lndustrial Park, Shangkeng Community, Guan lan Town, Baoan District, Shenzhen
Working Capital Loan Contract CHINA EVERBRIGHT BANK ContentsHighpower International, Inc. • November 14th, 2013 • Miscellaneous electrical machinery, equipment & supplies
Address: Bao'an District, Shenzhen Guanlan Dan Lake communit Superparamagnetic Renmin Road Industrial Area, Building A
SUBSCRIPTION AGREEMENTSubscription Agreement • September 11th, 2019 • Highpower International, Inc. • Miscellaneous electrical machinery, equipment & supplies
Please complete this Subscription Agreement in English using block letters. Complete details must be given to ensure that your subscription application is properly processed.
SUBSCRIPTION AGREEMENTSubscription Agreement • November 5th, 2007 • Hong Kong Highpower Technology, Inc. • Blank checks • Delaware
This SUBSCRIPTION AGREEMENT (“Subscription Agreement”) made as of this [___] day of [________], 2007, by and among SRKP 11, Inc., a Delaware corporation (the “Company”); Hong Kong Highpower Technology Company Limited, a company incorporated in Hong Kong and upon the Closing Date (as defined below) a wholly-owned subsidiary of the Company (“Highpower”); and the undersigned (the “Subscriber”).
Maximum Amount Guaranty ContractHighpower International, Inc. • November 16th, 2015 • Miscellaneous electrical machinery, equipment & supplies
Guaranty Contract of Maximum Amount No.:000788B Account Guarantee Agreement Issued in 2010 by (Shenzhen Buji Subbranch) Bank of ChinaHighpower International, Inc. • April 13th, 2011 • Miscellaneous electrical machinery, equipment & supplies
In order to ensure that the liabilities described in Article I of the contract can be performed, the guarantor is ready to provide the creditor with assurance. This contract is established based on the equal negotiation between the two sides. Otherwise additional agreements, explanations of clauses in this contract shall depend on the main contract.
Agreement on Line of Credit No. 2010 Zhen Zhong Yin Bu E Xie Zi No. 000788Highpower International, Inc. • April 13th, 2011 • Miscellaneous electrical machinery, equipment & supplies
Party A and Party B, in light of developing friendly and mutual benefit cooperation relationship, reached the following agreement through negotiation pursuant to principles of voluntariness, equality, mutual benefit and good faith.
Contract NO: 0400000928-2015 Henggang (Bao)zi 0010 GUARANTY CONTRACT OF MAXIMUM AMOUNTHighpower International, Inc. • March 29th, 2016 • Miscellaneous electrical machinery, equipment & supplies
IMPORTANT NOTE: This contract is in equal and voluntary basis of the parties, all terms of the contract are both true meaning of them. To maintain the legitimate interests of the guarantor, the creditor specially remind the guarantor to pay attention on the bold terms in the contract.
LOAN CONTRACT Contract No.: PYSXZDZ 20160112 No. 001Loan Contract • May 16th, 2016 • Highpower International, Inc. • Miscellaneous electrical machinery, equipment & supplies
Whereas Party B applies Party A for a loan, in accordance with the Contract Law and other relevant laws and regulations, Party A and Party B hereby make and enter into this Contract upon consensus through consultation.
Maximum Suretyship Guaranty ContractHighpower International, Inc. • November 13th, 2018 • Miscellaneous electrical machinery, equipment & supplies
In order to ensure the execution of the Contract (hereinafter referred to as the Main Contract) between Party A and Huizhou Highpower Technology Co. Ltd. (hereinafter referred to as the Debtor), Party B is willing to provide Party A with suretyship of joint and several liability as the Surety of the Debtor of the Main Contract. IN WITNESS WHEREOF, Party A and Party B hereby make and enter into this Contract upon consensus through consultation. Both Parties are willing to abide by the following terms and conditions.
MAXIMUM GUARANTEE CONTRACTMaximum Guarantee Contract • March 29th, 2016 • Highpower International, Inc. • Miscellaneous electrical machinery, equipment & supplies
Whereas Party B is willing to act as the Guarantor of Party A and provide Party A with maximum joint liability guarantee in order to ensure the execution of the contract between Party A and SHENZHEN HIGHPOWER TECHNOLOGY CO., LTD. (hereinafter referred to as the Debtor),
CONSUMER BATTERY LICENSE AGREEMENTBattery License Agreement • April 11th, 2008 • Hong Kong Highpower Technology, Inc. • Miscellaneous electrical machinery, equipment & supplies • Michigan
Consumer Battery License Agreement effective as of OBC’s receipt of the initial up-front payment (the “Effective Date”) by and between Ovonic Battery Company, Inc., a corporation of Delaware having a place of business at 1707 Northwood, Troy, Michigan 48084 (“OBC”) and SHENZHEN HIGH POWER TECH. CO., LTD., a corporation of China, having its Head Office at Luoshan Industry Zone, Shanxia, Pinghu, Shenzhen, People Republic of China (‘‘SHENZHEN HIGH POWER”)
Number :0400000928-2015 Nian (Henggang) No. 00090 WORKING CAPITAL LOAN CONTRACTHighpower International, Inc. • March 29th, 2016 • Miscellaneous electrical machinery, equipment & supplies
Important note: The contract is signed between borrower and lender according to laws and on equal and willing basis, and all the terms of this contract are true meaning of both sides. In order to protect the borrower’s legitimate rights and interests, the lender hereby inform the borrower to pay full attention to all the terms concerning the rights and obligations of both parties , especially the bold parts of the contract.
Maximum Amount Guaranty ContractHighpower International, Inc. • March 28th, 2019 • Miscellaneous electrical machinery, equipment & supplies
In order to guarantee specified in article 1 of this contract under the main contract, the payment of the debt guarantor willing to provide guarantee to the creditor. The parties through equal consultation to conclude the contract. Except as otherwise agreed in this contract, the contract of the words in explanation on the basis of the main contract.
Maximum Amount Personal Joint Responsibility Guarantee NO. BZ162617000032Highpower International, Inc. • August 10th, 2017 • Miscellaneous electrical machinery, equipment & supplies
To ensure the performance of Creditor’s right, the guarantor agrees to provide joint responsibility and promises as follows: “Maximum Amount Comprehensive Credit Line Contract” signed by bank and debtor Springpower Technology (Shenzhen) Co., Ltd, and the contract number is “SX162617000498”
Maximum Amount Comprehensive Credit Line Contract NO. SX162618000785Highpower International, Inc. • March 28th, 2019 • Miscellaneous electrical machinery, equipment & supplies
According to relevant laws and regulations of China, this contract was agreed by two parties, and both parties agree to comply with all terms of the contract.
BANK OF GANZHOU Maximum Guarantee ContractMaximum Guarantee Contract • November 14th, 2016 • Highpower International, Inc. • Miscellaneous electrical machinery, equipment & supplies
The contents of this Contract are composed of such two parts as the particular conditions agreed and the conditions of standard format. The particular conditions agreed shall be handwritten and the conditions of standard format are printed herein. The undersigned of this Contract shall have complete and accurate understanding of the meanings of all terms and conditions, without any objection.
MAXIMUM AMOUNT GUARANTY CONTRACT Contract No.: BZ162617000081Maximum Amount Guaranty Contract • November 14th, 2017 • Highpower International, Inc. • Miscellaneous electrical machinery, equipment & supplies
In order to warranty the performance of debts under item one of this contract, the guarantor provides the warranty to the creditor voluntarily, and the two parties entered into this contract after equal negotiation.
EQUITY CONTRIBUTION and voting AGREEMENTEquity Contribution and Voting Agreement • August 14th, 2019 • Highpower International, Inc. • Miscellaneous electrical machinery, equipment & supplies • Delaware
EQUITY CONTRIBUTION AND VOTING AGREEMENT (this “Agreement”), made and entered into as of June 27, 2019 by and among HPJ Parent Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (“Parent”), and certain shareholders of Highpower International, Inc., a Delaware corporation (the “Company”), listed on Schedule A (each, a “Rollover Stockholder” and collectively, the “Rollover Stockholders”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Merger Agreement (defined below).
