seen.
Such execution and
delivery shall be considered valid, binding and effective for all purposes.
6.14
TERMINATION.
(A)
THIS AGREEMENT MAY BE TERMINATED AND THE
TRANSACTIONS CONTEMPLATED HEREBY ABANDONED AS FOLLOWS:
(I)
AT ANY TIME BY MUTUAL CONSENT OF THE
COMPANY AND THE PURCHASER; OR
(II)
BY EITHER THE COMPANY OR THE PURCHASER IF
THE CLOSING HAS NOT OCCURRED WITHIN 90 DAYS OF THE DATE HEREOF; PROVIDED,
HOWEVER, THAT THE RIGHT TO TERMINATE THIS AGREEMENT UNDER THIS
SECTION 6.14(A)(II) SHALL NOT BE AVAILABLE TO ANY PARTY WHOSE ACTION OR FAILURE
TO ACT HAS BEEN A PRINCIPAL CAUSE OF OR RESULTED IN THE FAILURE OF THE CLOSING
TO OCCUR ON OR BEFORE SUCH DATE AND SUCH ACTION OR FAILURE OR FAILURE TO ACT
CONSTITUTES A MATERIAL BREACH OF THIS AGREEMENT.
(B)
IF TERMINATED, THIS AGREEMENT SHALL BECOME
VOID AND THERE SHALL BE NO LIABILITY OR OBLIGATION ON THE PART OF ANY PARTY
HERETO OR THEIR RESPECTIVE OFFICERS, DIRECTORS OR AFFILIATES; PROVIDED, HOWEVER,
THAT (1) EACH PARTY SHALL REMAIN LIABLE FOR ANY BREACH OF THIS AGREEMENT PRIOR
TO ITS TERMINATION (SUBJECT TO THE LIMITATIONS SET FORTH HEREIN, INCLUDING,
WITHOUT LIMITATION, SECTION 6.11), AND (2) THE PROVISIONS OF THIS SECTION 6
(OTHER THAN SECTION 6.2) SHALL REMAIN IN FULL FORCE AND EFFECT AND SURVIVE ANY
TERMINATION.
(Remainder of Page Intentionally Blank)
24
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
date first written above.
COMPANY
UTSTARCOM, INC.
By:
/s/ PETER BLACKMORE
Name:
Peter Blackmore
Title:
Chief Executive Officer
SIGNATURE PAGE TO COMMON STOCK PURCHASE AGREEMENT
IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the
date first written above.
PURCHASER
BEIJING E-TOWN INTERNATIONAL INVESTMENT AND DEVELOPMENT CO., LTD.
By:
/s/ GUANGYI ZHAO
Name:
Guangyi Zhao
Title:
President
SIGNATURE PAGE TO COMMON STOCK PURCHASE AGREEMENT
Schedule 4.10
PRC APPROVALS
1.
Confirmation
letter issued by the
National Development Reform Commission ("NDRC") for the project information
report;
2.
Approval issued by the relevant
State-owned Assets Supervision and Management Commission;
3.
Verification and approval issued by
NDRC Beijing Branch for the outbound investment project;
4.
Verification and approval issued by
NDRC for the outbound investment project;
5.
Approval issued by the State
Administration of Foreign Exchange ("SAFE") Beijing Branch for the prior phase
report form regarding outbound investment;
6.
Verification and approval issued by the
Ministry of Commerce Beijing Branch for the application form for outbound
investment; and
7.
Foreign exchange registration
certificate of the outbound direct investment issued by the SAFE Beijing Branch
for foreign exchange registration application form of the outbound direct
investment.
Exhibit A
STOCKHOLDERS RIGHTS AGREEMENT