MERGER AGREEMENTMerger Agreement • February 5th, 2020 • 8i Enterprises Acquisition Corp. • Blank checks • New York
This MERGER AGREEMENT (this “Agreement”) dated as of October 8, 2019, is entered into by and among Digital Innovative Limited, a Singapore public company limited by shares (“Singapore NewCo”), DIGITAL INNOVATIVE LIMITED, a British Virgin Islands company (“BVI NewCo”), and 8i Enterprises Acquisition Corp, a British Virgin Islands business company (“8i”).
ESCROW AGREEMENTEscrow Agreement • February 5th, 2020 • 8i Enterprises Acquisition Corp. • Blank checks • New York
THIS ESCROW AGREEMENT (the “Escrow Agreement”) is made and entered into as of ________, 2020, by and between Diginex Limited, a Singapore public company limited by shares (f/k/a Digital Innovative Limited) (“Singapore NewCo”), Pelham Limited, a Hong Kong company, solely in its capacity as the representative of the stockholders of Singapore NewCo (the “Stockholders’ Representative”), and VStock Transfer, LLC, a California limited liability company (the “Escrow Agent”).
OPTION AGREEMENTOption Agreement • February 5th, 2020 • 8i Enterprises Acquisition Corp. • Blank checks
This Option Agreement (“Agreement”) is made as of [*], by and between Diginex Limited, a Singapore public company (the “Company”), and [*] (the “Option Holder”).
LOCK-UP AGREEMENT FOR HOLDERS OF GREATER THAN 2.5% OF SINGAPORE NEWCO ORDINARY SHARESLock-Up Agreement • February 5th, 2020 • 8i Enterprises Acquisition Corp. • Blank checks • New York
THIS LOCK-UP AGREEMENT (this “Agreement”) is dated as of [●], 2020, by and between the undersigned (the “Holder”) and Diginex Limited, a Singapore public company limited by shares (“Singapore NewCo”). Capitalized terms used, but not otherwise defined herein, have the meanings ascribed to such terms in the Amended Share Exchange Agreement (as defined below).
