EX-4.45 8 moho-ex445_68.htm EX-4.45 moho-ex445_68.htm

Exhibit 4.45

Supplementary Loan Agreement

 

Party A (Lender): Techlong International Investment Limited

Party B (Borrower): ECMOHO Limited

Party C (Pledgor): Uhealth Limited

Party D (Guarantor): Zeng Qingchun

 

Whereas, Party A and ECMOHO Limited executed two Loan Contracts (hereinafter collectively referred to as the "Original Loan Contracts") on November 12, 2019, where Party B borrowed a total of USD 2,000,000 (Two Million US Dollars) from Party A. After friendly negotiation, the four parties hereto have agreed to extend all the terms of the Original Loan Contracts to May 31, 2020, and all the terms of the Original Loan Contracts shall be replaced with the provisions of this Supplementary Agreement as of June 1, 2020.

 

Article 1 Party A and Party B make the following changes to the repayment method stipulated in the Loan Contracts: from June 2020 to December 2020, Party B shall repay USD 37,500 (Thirty-seven Thousand and Five Hundred US Dollars) and interest to Party A at the beginning of each month (for details, please refer to Annex 1: Statement of the Principal and Interest of the Loan). In view of the impact of the COVID-19 on Party B's business, Party A agrees to exempt Party B from the cumulative interest payable of USD 175,000 (One Hundred and Seventy-five Thousand US Dollars) under the premise that Party B has repaid the 2020 loan principal of USD 262,500 (Two Hundred Sixty-two Thousand and Five Hundred US Dollars) as agreed. In 2021, Party B undertakes to repay the loan principal of USD 750, 000 (Seven Hundred and Fifty Thousand US Dollars) to Party A, and to repay the principal and interest at the beginning of each month (for details, please refer to Annex 1: Statement of the Principal and Interest of the Loan). In 2022, Party B undertakes to repay the loan principal of USD 987,500 (Nine Hundred Eighty-seven Thousand and Five Hundred US Dollars) to Party A, and to repay the principal and interest at the beginning of each month (for details, please refer to Annex 1: Statement of the Principal and Interest of the Loan).If Party B fails to repay the principal and interest on the agreed repayment date, the interest payable exempted by Party A shall be halved, and Party B shall immediately repay the cumulative interest payable of USD 87,500 (Eighty-seven Thousand and Five Hundred US Dollars) to Party A.

 

Article 2 Party C shall pledge to Party A part of its equity in Party B of 1,000,000 shares (one million shares) as a guarantee for Party B to perform its debts. Party D guarantees to Party A that Party B will perform its obligations hereunder.

 

Article 3 Party C shall register the equity pledge within 30 days after the entry into force of this Agreement.

 

Article 4 Party C guarantees that it legally owns the corresponding equity of ECMOHO Limited and there is no equity dispute.

 

Article 5 Party A shall, within 3 days after the realization of the claim secured by Party C or the termination of the pledge right, actively assist Party C in the de-registration of the equity pledge.

 


 

 

Article 6 The parties hereby acknowledge and agree that the pledge right and guarantee liability under this Agreement shall be terminated if one of the following conditions is satisfied:

1. Where Party A's claim is realized;

2. Where Party B has otherwise provided Party A with the equivalent collateral and pledge, and completed the relevant registration and filing procedures;

3. Where the contract under which the claim is secured is invalid or cancelled.

 

Article 7 This Agreement shall be governed by the laws of the People's Republic of China. The parties hereto agree that they will make every reasonable efforts to resolve any dispute arising herefrom through friendly negotiation. If no agreement is reached regarding such dispute within one month, any party hereto may submit the same to Shanghai International Economic and Trade Arbitration Commission (SIETAC) for arbitration in accordance with its rules then in effect.

 

Article 8 In case of any conflict between this Agreement and the Original Contracts, this Agreement shall prevail. This Agreement shall take effect from the date when the four parties sign and affix their seals. This Agreement is made in four (4) counterparts, with each party holding one (1) counterpart respectively.

 

Party A: Techlong International Investment Limited (seal)

/s/ Chang, Ching-Yi

 

 

 

Party B: ECMOHO Limited (seal)

 

Party C: Uhealth Limited (seal)

Party D: /s/ Zeng Qingchun

Date: May 29, 2020

 

 

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Annex 1: Statement of the Principal and Interest of the Loan

 

Repayment date

Principal to be Paid

Balance of Loan

Days of Loan

Interest

Interest till May 2020

Total of Principal and Interest

2020/6/1

37,500

1,962,500

1

8.22

122,167.59

159,675.81

2020/7/1

37,500

1,925,000

31

254.80

-

37,754.80

2020/8/1

37,500

1,887,500

62

509.59

-

38,009.59

2020/9/1

37,500

1,850,000

93

764.38

-

38,264.38

2020/10/1

37,500

1,812,500

123

1,010.96

-

38,510.96

2020/11/1

37,500

1,775,000

154

1,265.75

-

38,765.75

2020/12/1

37,500

1,737,500

184

1,512.33

-

39,012.33

2021/1/1

62,500

1,675,000

215

2,945.21

-

65,445.21

2021/2/1

62,500

1,612,500

246

3,369.86

-

65,869.86

2021/3/1

62,500

1,550,000

274

3,753.43

-

66,253.43

2021/4/1

62,500

1,487,500

305

4,178.08

-

66,678.08

2021/5/1

62,500

1,425,000

335

4,589.04

-

67,089.04

2021/6/1

62,500

1,362,500

366

5,013.70

-

67,513.70

2021/7/1

62,500

1,300,000

396

5,424.66

-

67,924.66

2021/8/1

62,500

1,237,500

427

5,849.32

-

68,349.32

2021/9/1

62,500

1,175,000

458

6,273.97

-

68,773.97

2021/10/1

62,500

1,112,500

488

6,684.93

-

69,184.93

2021/11/1

62,500

1,050,000

519

7,109.59

-

69,609.59

2021/12/1

62,500

987,500

549

7,520.55

-

70,020.55

2022/1/1

82,500

905,000

580

10,487.67

-

92,987.67

2022/2/1

82,500

822,500

611

11,048.22

-

93,548.22

2022/3/1

82,500

740,000

639

11,554.52

-

94,054.52

2022/4/1

82,500

657,500

670

12,115.07

-

94,615.07

2022/5/1

82,500

575,000

700

12,657.54

-

95,157.54

2022/6/1

82,500

492,500

731

13,218.08

-

95,718.08

2022/7/1

82,500

410,000

761

13,760.55

-

96,260.55

2022/8/1

82,500

327,500

792

14,321.10

-

96,821.10

2022/9/1

82,500

245,000

823

14,881.65

-

97,381.65

2022/10/1

82,500

162,500

853

15,424.11

-

97,924.11

2022/11/1

82,500

80,000

884

15,984.66

-

98,484.66

2022/12/1

80,000

 

914

16,026.30

-

96,026.30

Total

2,000,000

 

 

229,517.81

122,167.59

2,351,685.40

 

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