Exhibit 10.2


 


 


 


AMENDMENT NO. 1 TO SHARE PURCHASE AGREEMENT


 


This AMENDMENT NO. 1 TO SHARE PURCHASE AGREEMENT
(this “Amendment”), dated as of June 28, 2016, is by and between Hangzhou Liaison Interactive Information
Technology Co. Ltd. (the “Buyer”) and Dehaier Medical Systems Limited (the “Company”).


 


WHEREAS, the Parties entered into that certain
Share Purchase Agreement dated as of April 28, 2016 (the “Agreement”), upon the terms and subject to the conditions
of which, the Buyer will subscribe certain shares in the Company’s stock;


 


WHEREAS, Section 7(e) of the Agreement provides
that the Parties may modify or amend the Agreement by an instrument in writing signed by the Parties.


 


NOW, THEREFORE, the Parties agree to amend
the Agreement as follows:


 


		1.	Definitions 



 


Unless otherwise specifically defined herein,
all capitalized terms used but not defined herein shall have the meanings ascribed to them under the Agreement. Each reference
to “hereof”, “hereunder”, “herein” and “hereby” and each other similar reference
and each reference to “this Agreement” and each other similar reference contained in the Agreement shall, from and
after the execution of this Amendment, refer to the Agreement as amended by this Amendment.


 


		2.	Amendment to Agreement 



 


		2.1	Amendment to Section 1(b)



 


Section 1(b) is hereby amended
and restated in its entirety as follows:


 


The date and time of the Closing (the “Closing
Date”) shall be 10:00 a.m., Eastern Standard Time, within five (5) days after the satisfaction (or waiver) of the conditions
to the Closing set forth in Sections 5 and 6 below, or any such other time and date as is mutually agreed to by the Company and
the Buyer, at the offices of the Company at Dehaier Medical Systems Limited, Room 501, 83 Fuxing Road, Haidian District, Beijing
100856, People’s Republic of China. In the event the Closing Date has not occurred on or before September 30, 2016, this
Agreement will terminate automatically and be of no further effect unless otherwise extended by agreement of the parties.


 


		3.	Miscellaneous 



 


		3.1	No Further Amendment 



 



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The Parties agree that all other
provisions of the Agreement shall, subject to the amendments in Section 2 of this Amendment, continue unamended, in full force
and effect and constitute legal and binding obligations of the Parties. This Amendment forms an integral and inseparable part of
the Agreement.


 


		3.2	Representations and Warranties of the Company 



 


The Company represents and warrants
that (i) it has the corporate power and authority to execute and deliver this Amendment; and (ii) the execution, delivery and performance
by the Company of this Amendment have been duly and validly authorized by all necessary corporate action on the part of the Company,
and (iii) no other corporate proceedings other than those previously taken or conducted on the part of the Company are necessary
to approve and authorize this Amendment.


 


		3.3	Representations and Warranties of Buyer



 


The Buyer represents and warrants
that (i) it has the corporate power and authority to execute and deliver this Amendment; (ii) the execution, delivery and performance
by the Buyer of this Amendment have been duly and validly authorized by all necessary corporate action on the part of the Buyer;
and (iii) no other corporate proceedings other than those previously taken or conducted on the part of Buyer are necessary to approve
and authorize this Amendment.


 


		3.4	Other Miscellaneous Terms 



 


The provisions of Article 7 (Miscellaneous)
of the Agreement shall apply mutatis mutandis to this Amendment, and to the Agreement as modified by this Amendment, taken
together as a single agreement, reflecting the terms therein as modified by this Amendment.


 


[SIGNATURE PAGE FOLLOWS]





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IN WITNESS WHEREOF, this Amendment has been duly executed and
delivered by the duly authorized officers of the Parties (as applicable) as of the date first written above.


  


 








	 	HANGZHOU LIAISON INTERACTIVE 

INFORMATION TECHNOLOGY CO., LTD.
	 	 	 
	 	 	 
	 	By:	/s/ Zhitao He
	 	 	Name: Zhitao He
	 	 	Title: Chief Executive Officer
	 	 	 
	 	DEHAIER MEDICAL SYSTEMS LIMITED
	 	 	 
	 	 	 
	 	By:	/s/ Ping Chen
	 	 	Name: Ping Chen
	 	 	Title: Chief Executive Officer







 


 



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