Exhibit 10.1


 


THIS
AMENDING AGREEMENT is made the 24th day of May, 2018


 


BETWEEN:


 


		(1)	ECRENT
                                         CAPITAL HOLDINGS LIMITED, a company incorporated in the British Virgin Islands and whose
                                         registered office is at Sea Meadow House, Blackburne Highway, (P.O. Box 116), Road Town,
                                         Tortola, British Virgin Islands (the “Licensor”); and



 


		(2)	SHARING
                                         ECONOMY INVESTMENT LIMITED, a company incorporated in the British Virgin Islands and
                                         whose registered office is at Sea Meadow House, Blackburne Highway, (P.O. Box 116), Road
                                         Town, Tortola, British Virgin Islands (the “Licensee”).



 


		WHEREAS:	



 


		(A)	The
                                         Licensor and the Licensee have entered into a license agreement dated 8th
                                         May 2018 (the “Original Agreement”) and they now wish to amend the
                                         Original Agreement as appears below.



 


		(B)	The
                                         Licensor and the Licensee both intend for this amending agreement to be deemed to have
                                         taken effect from 24th May 2018.



 


IT
IS HEREBY AGREED as follows:


 


		1.	STATUS
                                         OF THIS AMENDING AGREEMENT



 


		1.1.	This
                                         amending agreement is supplemental to the Original Agreement. Except as expressly amended
                                         by this amending agreement, the Original Agreement shall remain in full force and effect.



 


		1.2.	Terms
                                         defined in the Original Agreement shall have the same meaning in this amending agreement
                                         unless otherwise provided by this amending agreement.



 


		2.	AMENDMENTS



 


		2.1.	Clause
                                         7.1 of the Original Agreement shall be deleted in its entirety and replaced with the
                                         following words:



 


“Subject
to Clause 7.2, and in consideration of and as payment in full for the rights and licenses hereby granted and the services provided
by the Licensor in accordance with this Agreement, the Licensee shall issue to the Licensor 250,000 shares in SEII at the Issued
Price of US$4.30 per share (the “Issued Shares”).”


 






    1


     


    

 


		2.2.	Clause
                                         8.1 of the Original Agreement shall be deleted in its entirety and replaced with the
                                         following words:



 


“The
Licensor guarantees that the Business will generate revenue of US$10,000,000 (the “Guaranteed Revenue”) and
gross profit of US$1,940,000 (the “Guaranteed Gross Profit”) for the Term.”


 


		2.3.	Clause
                                         8.2(a) of the Original Agreement shall be deleted in its entirety and replaced with the
                                         following words:



 


“in
the event that the Business fails to generate the Guaranteed Revenue only, the Licensor shall, no later than one (1) calendar
month after the issue of SEII’s quarterly results for the second quarter of 2019, return to the Licensee such proportion
of the Issued Shares as is equal to the ratio of the amount of shortfall in revenue for the Term to the Guaranteed Revenue; or
pay to the Licensee an amount equivalent to such proportion of Issued Shares at the Issued Price in cash, the choice of which
will be made by the Licensee at its sole and absolute discretion;”


 


		2.4.	Clause
                                         8.2(b) of the Original Agreement shall be deleted in its entirety and replaced with the
                                         following words:



 


“in
the event that the Business fails to generate the Guaranteed Gross Profit only, the Licensor shall, no later than one (1) calendar
month after the issue of SEII’s quarterly results for the second quarter of 2019, return to the Licensee such proportion
of the Issued Shares as is equal to the ratio of the amount of shortfall in gross profit for the Term to the Guaranteed Gross
Profit; or pay to the Licensee an amount equivalent to such proportion of Issued Shares at the Issued Price in cash, the choice
of which will be made by the Licensee at its sole and absolute discretion; or”


 


		2.5.	Clause
                                         12.1 of the Original Agreement shall be deleted in its entirety and replaced with the
                                         following words:



 


“The
Term of this Agreement shall be effective on the date the conditions precedent set forth in Clause 7.2 have been satisfied (the
“Effective Date”) and continue in effect until 30 June 2019 (the “Expiration Date”) unless
terminated earlier in accordance with any of the express provisions of this Agreement.”


 


		3.	FURTHER
                                         AGREEMENT



 


		3.1.	The
                                         provisions of Clauses 15 and 17 of the Original Agreement shall apply to this amending
                                         agreement, mutatis mutandis, as if incorporated in full herein.



 


		3.2.	This
                                         amending agreement shall be deemed to have taken effect from 24th May 2018
                                         to the effect that:



 


		(a)	all
                                         rights arising from or in connection with the Original Agreement in its original form
                                         which may have accrued from 24th May 2018 to the date of execution of this
                                         agreement shall be waived; and



 


		(b)	all
                                         rights and obligations arising from or in connection with the Original Agreement as amended
                                         by this amending agreement shall have taken effect and started to accrue from 24th
                                         May 2018.



 






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IN
WITNESS whereof this amending agreement has been executed by or on behalf of the parties as a deed.


 


	SEALED
                                         WITH THE COMMON SEAL of

                                                                                                 ECRENT
CAPITAL HOLDINGS LIMITED 

         

        and
        SIGNED by

         

        CHAN
TIN CHI 

        Title:
Director 

        for
and on behalf of 

        ECRENT
CAPITAL HOLDINGS LIMITED 

        Date:
        24th May 2018
	) 

        ) 

        )

         

         



 


Witnessed
by 


Signature
of witness:________________


 


	SEALED
                                         WITH THE COMMON SEAL of 

SHARING ECONOMY INVESTMENT LIMITED

         

        and
        SIGNED by

         

        PING
KEE LAU 

        Title:
Director 

        for
and on behalf of 

        SHARING
        ECONOMY INVESTMENT LIMITED

        Date: 24th May 2018
	) 

        ) 

        )

         

         



 


Witnessed
by


Signature
of witness:________________


 


 


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