Exhibit 4.28
First Amendment to the Warrant Agreement
dated as of September 18, 2020
by and between
WISeKey International Holdings Ltd General-Guisan-Strasse 6, 6300 Zug, Switzerland | (hereinafter the Company) |
| And | |
| Crede CG III, Ltd. Clarendon House, 2 Church Street, Hamilton HM 11, Bermuda | (hereinafter the Warrant Holder) |
| (the Company and the Warrant Holder each a Party and together the Parties) |
regarding the grant by the Company of the Warrant Right (as defined herein)
WHEREAS
| A. | The Company and the Warrant Holder are parties to a Warrant Agreement dated as of August 7, 2020 (as further amended hereby or as amended in the future, the "Warrant Agreement") |
Now, therefore, the Parties agree as follows:
| 1. | Amendments to the Warrant Agreement |
Annex 1, B. Other Definitions, the term Exercise Price is amended to read as follows:
Exercise Price shall be CHF 1.375.
| 2. | General Terms |
| (a) | Except as amended hereby, all terms and conditions of the Warrant Agreement remain in full force and effect. |
| (b) | This document contains the entire agreement of the Parties in connection with the subject matter of this Amendment and cannot be changed or terminated orally. |
| (c) | If there is an express conflict between the terms of this Amendment and the terms of the Warrant Agreement, the terms of this Amendment will govern and control. |
[Signatures on the Next Page]
IN WITNESS WHEREOF, the Company and the Warrant Holder, each by its duly authorized officers, have executed this Agreement as of the day and year first written above.
| WISeKey International Holding Ltd. | ||
| /s/ Carlos Moreira | /s/ Peter Ward | |
| Carlos Moreira Chief Executive Officer and Chairman of the Board of Directors | Peter Ward Chief Financial Officer and Member of the Board of Directors |
| Crede CG III, Ltd. | |
| /s/ Terren Peizer | |
| Terren S. Peizer Chief Executive Officer |
