LOAN AGRLEMENT 17% THIS AGREEMENT is made the 17 day of March 2014 BETWEEN: QUICKPACE LIMITED, a legal entity established under the laws of Cyprus under the company number HE 290165, having an office located at 4 Diagora, Kermia Building, Flathf?ce 202, Nicosia, 1097', Cyprus, in the person of Yuryev Denys acting according to the Power of Attorney (hereinafter referred to as the ?Lender"), of the one part and FOXTRON NETWORKS LIMITED, a company duly incorporated under the laws of Cyprus under the company number HE 272233, having an office at: Apriliou, 52 Athienou, P.C. 7600, Larnaca, Cyprus, duly represented by its Attorney Mr. Gedzyk Valerii acting on the basis of the Power of Attorney (hereinafter called the "Borrower"), of the other part. The Lender and the Borrower may hereinafter be referred to individually as a "Party" and collectively as the "Parties". WHEREAS: (A) The Lender and the Borrower intend to participate in the investment business. The Lender will provide the ?nancial instruments for the investment projects and the Borrower will provide the instruments of effective management of the said business. (B) The Borrower wishes to borrow the sum of USD 4 400 000,00 (four million four hundred thousand) (hereinafter called "the Loan Amount") from the Lender. The payment shall be made in dollars or the euro either in one or in several installments. (C) The of loan capital formation is granting th interest-beari ng loan by the Borrower to LIMITED LIABILITY COMPANY 10?. (D) In case of non-ful?lment of obligations under this Contract the Borrower shall be obliged to transfer the right of legal claim of the repayment of borrowed funds and interest payments according to the Credit Agreement Ne 26f10?2010 between the Borrower and LIMITED LIABILITY COMPANY I (E) The Lender has, hence, agreed to lend the Loan Amount to the Borrower on the terms hereinafter set forth. (F) The loan received can be paid back in any currency at the Debtor?s opinion. Meanwhile, part of the loan subject to repayment is calculated in accordance with the rate of exchange of Reuters Group for the correspondent date of payment. NOW is HEREBY AGREED as follows: I. The Lender hereby agrees to lend the Loan Amount to the Borrower by installments until 30 of April, 2014. 2. Each installment will carry interest at the rate per annum which is the sum of 9,5 percent per annum. 3. Interest shall be accrued at the last business day. Interest shall be calculated for an actual amount of indebtedness and for the period of actual usage of funds for each installment during the Interest Period. The accrued interest for each installment during the Interest Period shall be paid as aggregate amount with the Loan repayment pursuant to clause 5 of the Loan Agreement. 4. Interest shall be calculated on the basis of the actual number of days elapsed divided by 365666 days. 5. The Borrower must return the loan amount until 16 November, 2014. 10. ll. 12. 13. 14. The Borrower shall be entitled to prepay all or any part of the Loan Amount without the payment of any premium or fee. All prepayments hereon shall be applied ?rst to principal and the balance, if any, to any accrued and unpaid interest. In no event shall the amount paid or agreed to be paid hereunder {including all interest and the aggregate of any other amounts taken, reserved or charged pursuant to this Agreement or any other document evidencing or securing the indebtedness arising hereunder, which under applicable law is deemed to constitute interest on the Loan Amount or any part thereof) exceed the highest lawful rate permissible under applicable law, and if, under any circumstances whatsoever, ful?llment of any provision of this Agreement, at the time performance of such provision shall be due, shall involve transcending the limit of validity prescribed by applicable law, then, ipso facto, the obligation to be fulfilled shall be reduced to the limit of such validity, and if, in any circumstances, the Lender should receive as interest an amount which would exceed the highest lawful rate allowable under applicable law, such amount which would be excessive interest shall be applied to the reduction of the unpaid principal balance of the Loan Amount and not to the payment of interest, or, if such excess exceeds the unpaid balance of principal, the excess shall be refunded by the Lender. The Lender may cancel and irrevocably waive the Borrower's liability under this Loan Agreement or grant to the Borrower time or other indulgence without affecting the Borrower's liability. The Borrower shall pay all costs of collection hereunder of every kind, including but not limited to all reasonable attorneys? fees, court costs and expenses of every kind incurred by the Lender in connection with such collection or the protection or enforcement of any or all security for the repayment of the Loan Amount and payment of interest thereon, whether or not any lawsuit is ?led with respect thereto. The Borrower, for itself and for its permitted successors, transferees and assigns and all guarantors, endorsers and signers, to the extent not prohibited by applicable law, hereby waives presentment and demand for payment, protest, notice of protest, dishonor and notice of dishonor, bringing of suit, lack of diligence or delays in collection of the Loan Amount or any interest payable thereon or enforcement of this Agreement and notice of intention to accelerate, the release of any party liable, the release of any security for the debt, the taking of any additional security and any other indulgence or forbearance and each of the Borrower and its permitted successors, transferees and assigns and all guarantors, endorsers and signers agree that this Agreement and any or all payments coming due hereunder may be extended or renewed from time to time without in any way affecting or diminishing their liability hereunder. If any provision of this Agreement or any payment pursuant to the terms hereof shall be invalid or unenforceable to any extent, the remainder of this Agreement and any of the payments hereunder shall not be affected thereby and shall be enforceable to the greatest extent permitted by law. Whenever any payment to be made hereunder would be due on a date which is not a Business Day, the due date therefore shall be extended to the next succeeding Business Day, and interest shall be payable at the applicable rate during such extension. Each payment (including prepayments) of principal or interest or either sums due hereunder shall be made in immediately available funds by the Borrower to the Lender at the Lender's address for notice not later than noon on the date due therefore, and funds received after that hour shall be deemed to have been received by the Lender on the next following Business Day. The foregoing Agreement is subject to the international law. Any disputes arising from or in connection with this Agreement, unless it is not settled amicably, shall be submitted for consideration and ?nal settlement to the International Commercial Court of Arbitration under the Chamber of Commerce and Industry of Ukraine (Kyiv), which shall proceed in accordance with its own Rules of Proceeding. The Court of Arbitration shall consist of one arbitrator, who must be fluent in Ukrainian, Russian and English, appointed in accordance with the said Rules of Proceedings. The language of arbitration shall he Ukrainian; however, the Parties shall be allowed to submit pleadings and explanations in Russian or English.) This Agreement shall be binding upon the Borrower and its permitted successors and assigns and shall 15. 16. 17. 18. inure to the bene?t of the Lender and its successors and assigns. The Force?Majeure (Exemption) clause of the International Chamber of Commerce (ICC Publication No. 421) is hereby incorporated in this contract. The present Agreement cannot be assigned to any third party unless otherwise agreed upon and duly authorized in writing by both parties. Both parties undertake to abide by strict con?dentiality rules and avoid disclosing the present andz?or any information relating thereto to any third party unless otherwise agreed upon andfor unless otherwise required by the current applicable laws and regulations. The present Agreement shall remain valid until any and all obligations resulting thereof are still pending in any way. IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year ?rst above written. QUICKPACE LIMITED FOXTRON NETWORKS LINIITED Registered of?ce: 4 Diagora, Kermia Building, Registered of?ce: I Apriliou, 52 Athienou, P.C. Flat/Office 202, Nicosia, 1097, Cyprus Bank details Bene?ciary bank: Meinl Bank AG Bauernmarkt 2, 1010 ViennafAustria SWIFT: MEINATWW ACC: Correspondent Ban k: Commerzbank AG, Frankfurt SWIFT: COBADEFF 7600, Lamaca, Cyprus 133M Bene?ciary bank: Baltic International Bank [(31er St.43, Riga, Latvia SWIFT: BLIBLV22 ACC: Correspondent Bank: DEUTSCHE BANK TRUST COMPANY AMERICAS United States, New York, NY, 60 Wall Street SWIFT: BKTRUS33 For and on behave of For and on behaye of QUICKPACE f5 FOXTBON NEWORKS LIMITED - . in a ?5 YURYEV Draws 1 . n? if GEDzark Attorney ta. Attorney?;~ . .. -1. - {ii-fr