WARRANTWarrant • December 20th, 2018 • Borqs Technologies, Inc. • Services-computer integrated systems design • Virgin Islands
THIS WARRANT (“WARRANT”) TO PURCHASE SHARES IN THE CAPITAL OF BORQS TECHNOLOGIES, INC., A BRITISH VIRGIN ISLANDS COMPANY (THE “COMPANY”) IS ISSUED ON THE ISSUE DATE PURSUANT TO THE TERMS GOVERNING ISSUANCE OF A WARRANT UPON PREPAYMENT IN WHOLE OR IN PART OF THAT CONVERTIBLE SECURED PROMISSORY NOTE dated as of December 17, 2018 (the “note”), as such note is ISSUED PURSUANT TO THAT CERTAIN WAIVER AND MODIFICATION NO. 1 TO LOAND AND SECURITY AGREEMENT DATED DECEMBER 17, 2018 (such waiver and modification no, 1, collectively WITH SUCH LOAN AND SECURITY AGREEMENT, THE “LOAN aGREEMENT”), by and among THE COMPANY, ITS SUBSIDIARY, Borqs International Holding Corp (AS “GUARANTOR”), AND BORQS HOND KONG LIMITED, THE COMPANY’S INDIRECT SUBSIDIARY AND PRINCIPAL OBLIGOR (AS “bORROWER”) UNDER THE LOAN AGREEMENT.
WAIVER AND MODIFICATION NO. 1 TO LOAN AND SECURITY AGREEMENTLoan and Security Agreement • December 20th, 2018 • Borqs Technologies, Inc. • Services-computer integrated systems design • California
This Waiver and Modification No. 1 to Loan and Security Agreement (this “Modification”) is entered into as of December 17, 2018 (the “Modification Effective Date”), by and between Partners for Growth V, L.P., a Delaware limited partnership with its principal place of business at 1660 Tiburon Blvd., Suite D, Tiburon, California 94920 (“PFG”) Borqs Hong Kong Limited, a Hong Kong company with its principal place of business at Office B, 21/F, Legend Tower, 7 Shing Yip Street, Kwun Tong, Kowloon, Hong Kong (“Borrower”), and BORQS International Holding Corp, a Cayman Islands company (“Holdings”) and a guarantor of the obligations of Borrower under that certain Deed of Guarantee and Indemnity dated as of April 30, 2018. This Modification amends that certain Loan and Security Agreement between PFG and Borrower dated as of April 30, 2018 (the “Loan Agreement”). Capitalized terms used but not defined herein have their meanings as set forth in the Loan Agreement. The Loan Agreement is modified h
SHARE PURCHASE AGREEMENT effective as of December 15, 2018 By and Among Borqs Technologies, Inc., Borqs Beijing, Ltd., Borqs Hong Kong Limited, Shanghai KADI Technologies Co., Ltd., KADI Technologies Limited, and the Selling Shareholders named herein...Share Purchase Agreement • December 20th, 2018 • Borqs Technologies, Inc. • Services-computer integrated systems design • Hong Kong
WHEREAS, the Selling Shareholders collectively own 100% of the issued and outstanding common shares of each of KADI SH and KADI HK, in the ownership percentages set forth opposite their names as follows:
