NON-COMPETITION AND NON-SOLICITATION AGREEMENTNon-Competition and Non-Solicitation Agreement • May 30th, 2023 • MingZhu Logistics Holdings LTD • Transportation services • New York
THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) is being executed and delivered as of May 26, 2023 by Liquor Alliance Holdings Limited (“Sellers”), and Yuhan Zhao serving as director, officer, manager or employee of the Company (as defined below) or any of its Subsidiaries (“Managers” and, together with Sellers, the “Subject Parties”), in favor of and for the benefit of Mingzhu Logistics Holdings Limited, a corporation incorporated in the Cayman Islands (“Purchaser”), Liquor Alliance Investment (BVI) Limited, a limited liability incorporated in the British Virgin Islands (the “Company”), and each of Purchaser’s, and/or the Company’s respective present and future Affiliates, successors and direct and indirect Subsidiaries (collectively, the “Covered Parties”). Any capitalized term used, but not defined in this Agreement will have the meaning ascribed to such term in the Share Purchase Agreement.
LOCK-UP AGREEMENTLock-Up Agreement • May 30th, 2023 • MingZhu Logistics Holdings LTD • Transportation services • New York
THIS LOCK-UP AGREEMENT (this “Agreement”) is made as of May 26, 2023 by and among (i) Mingzhu Logistic Holdings Limited, a Cayman Islands exempted corporation (including any successor entity thereto, the “Company”), and (ii) each of the persons listed on the signature page hereto (collectively, the “Restricted Holders”). Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Share Exchange Agreement.
SHARE PURCHASE AGREEMENTShare Purchase Agreement • May 30th, 2023 • MingZhu Logistics Holdings LTD • Transportation services • New York
This Share Purchase Agreement (this “Agreement”) is made and entered into as of May 26, 2023 by and among (i) MingZhu Logistics Holdings Limited, a Cayman Islands exempted company (the “Purchaser”), and (ii) Alliance Liquor Investment (BVI) Limited, a British Virgin Islands company (the “Company”) and (iii) each of the shareholders of the Company (collectively, the “Sellers”). The Purchaser, the Company and the Sellers are sometimes referred to herein individually as a “Party” and, collectively, as the “Parties”. Capitalized terms, unless otherwise defined, shall have the meanings ascribed to such terms in Article XII hereof.
