EX-10.1 2 quartzsea_ex10-1.htm EXHIBIT 10.1

 

Exhibit 10.1

 

TERMINATION, SETTLEMENT AND

MUTUAL GENERAL RELEASE

AGREEMENT

 

 

This Termination, Settlement and Mutual General Release Agreement (this “Agreement”) is entered into as of March 17, 2026 (the “Effective Date”), by and among:

 

QUARTZSEA ACQUISITION CORPORATION, a blank check company (“SPAC”); and BROADWAY TECHNOLOGY INC., a company (“Company”).

 

RECITALS

 

WHEREAS, the Parties entered into a Business Combination Agreement (the “BCA”) regarding a proposed business combination;

 

WHEREAS, the Proposed Transaction required completion of CSRC approval and PRC regulatory processes;

 

WHEREAS, due to the prolonged CSRC approval process and regulatory uncertainty, the Company has determined not to proceed with the Proposed Transaction;

 

WHEREAS, the Parties desire to terminate the BCA and fully and finally resolve all matters arising out of the Proposed Transaction;

 

NOW, THEREFORE, the Parties agree as follows:

 

1. TERMINATION

 

The BCA and the Proposed Transaction are hereby terminated in their entirety effective as of the Effective Date.

 

2. MUTUAL GENERAL RELEASE

 

Each Party releases the others from any and all claims relating to the BCA and Proposed Transaction.

 

3. CONFIDENTIALITY

 

The terms of this Agreement shall remain confidential except as required by law or SEC disclosure.

 

4. GOVERNING LAW

 

This Agreement shall be governed by the laws of the State of New York. Disputes shall be resolved by arbitration in New York.

 

D:\AV King\2026\03-Mar\18-03-2026\Job 13_e148003\3. Final

 

 

SIGNATURES

 

QUARTZSEA ACQUISITION CORPORATION  
   
By: /s/ Qi Gong  
Name: Qi Gong  
Title: CEO  
   
BROADWAY TECHNOLOGY INC.  
   
By: /s/ Fan Zhang  
Name: Fan Zhang  
Title: CEO  

 

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