SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 4th, 2023 • Addentax Group Corp. • Services-mailing, reproduction, commercial art & photography • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of January 4, 2023, is by and among Addentax Group Corp., a Nevada corporation with offices located at Kingkey 100, Block A, Room 4805, Luohu District, Shenzhen City, China (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • January 4th, 2023 • Addentax Group Corp. • Services-mailing, reproduction, commercial art & photography
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of January 4, 2023, is by and among Addentax Group Corp., a Nevada corporation with offices located at Kingkey 100, Block A, Room 4805, Luohu District, Shenzhen City, China (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”).
PLACEMENT AGENT WARRANT ADDENTAX GROUP CORP.Placement Agent Agreement • January 4th, 2023 • Addentax Group Corp. • Services-mailing, reproduction, commercial art & photography
THIS PLACEMENT AGENT WARRANT TO PURCHASE COMMON STOCK (the “Warrant”) certifies that, for value received, Univest Securities, 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 July 4, 2023 (the “Initial Exercise Date”) and prior to 5:00 p.m. (New York time) on the date that is five (5) years following the Initial Issuance Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Addentax Group Corp., a Nevada corporation (the “Company”), [ ] shares of common stock, par value $0.001 per share, of the Company (the “Warrant Shares”), as subject to adjustment hereunder. 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).
SECURITY AND PLEDGE AGREEMENTSecurity and Pledge Agreement • January 4th, 2023 • Addentax Group Corp. • Services-mailing, reproduction, commercial art & photography • New York
WHEREAS, the Company is party to that certain Securities Purchase Agreement, dated as of January 4, 2023, (as amended, modified, supplemented, extended, renewed, restated or replaced from time to time in accordance with the terms thereof, the “Securities Purchase Agreement”) by and among the Company, and each party listed as a “Buyer” on the Schedule of Buyers attached thereto (each a “Buyer” and collectively, the “Buyers”), pursuant to which the Company shall be required to sell, and the Buyers shall purchase or have the right to purchase, the “Notes” issued pursuant thereto (as such Notes may be amended, modified, supplemented, extended, renewed, restated or replaced from time to time in accordance with the terms thereof, collectively, the “Notes”);
GUARANTYGuaranty • January 4th, 2023 • Addentax Group Corp. • Services-mailing, reproduction, commercial art & photography • New York
This GUARANTY, dated as of January 4, 2023 (this “Guaranty”), is made by each of the undersigned (each a “Guarantor”, and collectively, the “Guarantors”), in favor of Alto Opportunity Master Fund, SPC - Segregated Master Portfolio B, a limited partnership registered in the Cayman Islands, in its capacity as collateral agent (in such capacity, the “Collateral Agent” as hereinafter further defined) for the “Buyers” party to the Securities Purchase Agreement (each as defined below).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • January 4th, 2023 • Addentax Group Corp. • Services-mailing, reproduction, commercial art & photography • New York
VOTING AGREEMENTVoting Agreement • January 4th, 2023 • Addentax Group Corp. • Services-mailing, reproduction, commercial art & photography • New York
VOTING AGREEMENT, dated as of [__] (this “Agreement”), by and between Addentax Group Corp., a Nevada corporation with offices located at Kingkey 100, Block A, Room 4805, Luohu District, Shenzhen City, China (the “Company”) and [_________] (the “Stockholder”).
