EX-10.3 GUARANTEE AGREEMENT, dated as of September 29, 2006, among HARBIN ZHONG HE LI DA JIAO YU KE JI YOU XIAN GONG SI, HEILONGHIANG ZHONGE EDUCATION TRAINING CENTER and HARBIN ZHONGHELIDA EDUCATIONAL TECHNOLOGY COMPANY LIMITED, (collectively, the...Guarantee Agreement • November 1st, 2006 • China Education Alliance Inc. • Real estate agents & managers (for others) • California
between XINQUN YU (as Pledgor) and SBI ADVISORS, LLC (as Agent)Stock Pledge Agreement • November 1st, 2006 • China Education Alliance Inc. • Real estate agents & managers (for others) • California
PLAN OF EXCHANGE BY WHICH ABC REALTY CO. (A NORTH CAROLINA CORPORATION) SHALL ACQUIRE HARBIN ZHONG HE LI DA JIAO YU KE JI YOU XIAN GONG SI (A CORPORATION ORGANIZED UNDER THE LAWS OF THE PEOPLES' REPUBLIC OF CHINA)China Education Alliance Inc. • December 15th, 2004 • Real estate agents & managers (for others) • North Carolina
CONSULTING SERVICES AGREEMENT ----------------------------- Agreement made as of the 21st day of May 2002 by and between the following parties: ABC REALTY, INC., "CLIENT", being a corporate entity, which is duly organized pursuant to the laws of the...Consulting Services Agreement • February 7th, 2003 • Abc Realty Co • Real estate agents & managers (for others) • Florida
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 15th, 2007 • China Education Alliance Inc. • Services-educational services • New York
THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is made and entered into as of 8th day of May, 2006, by and among China Education Alliance, Inc., a North Carolina corporation (the “Company”), and Barron Partners L.P., a Delaware limited partnership, and the other investors who execute this Agreement. (collectively, the “Investors” and each, an “Investor”). Unless defined otherwise, capitalized terms herein shall have the identical meaning as in the Securities Purchase Agreement of even date herewith (the “Purchase Agreement”), by and among the Company and the Investors.
EMPLOYMENT AGREEMENTEmployment Agreement • April 1st, 2013 • China Education Alliance Inc. • Services-educational services • New York
THIS AGREEMENT is dated as of August 9, 2012, by and between China Education Alliance, Inc., a North Carolina corporation with its principal office at 58 Heng Shan Road, Kun Lun Shopping Mall, Harbin, People’s Republic of China (the “Company”), and Xiqun Yu, residing at Jiankang Road, Dongli District, Harbin (“Executive”).
CHINA EDUCATION ALLIANCE, INC. 3% CONVERTIBLE SUBORDINATED NOTE DUE SEPTEMBER 30, 2007China Education Alliance Inc. • June 7th, 2007 • Services-educational services • New York
FOR VALUE RECEIVED, China Education Alliance, Inc., a North Carolina corporation (the “Company”), hereby promises to pay to the order of Barron Partners LP or registered assigns (the “Holder”), the principal amount of one million dollars ($1,000,000) on September 30, 2007 (“Maturity Date”). Interest on the outstanding principal balance shall be paid at the rate of three percent (3%) per annum, payable on the Maturity Date. Interest shall be computed on the basis of a 360-day year, using the number of days actually elapsed. This Note is issued pursuant to a securities purchase agreement dated May 8, 2007, as amended by an amendment dated May 23, 2007, by and among the Company, Barron Partners LP and the other Investors named therein, which agreement, as so amended, is referred to as the “Agreement,” and is the note referred to in the Agreement as the New Note. All terms defined in the Agreement and used in this Note shall have the same meaning in this Note as in the Agreement.
SECURITIES PURCHASE AGREEMENT BETWEEN CHINA EDUCATION ALLIANCE, INC. AND BARRON PARTNERS LP AND THE OTHER INVESTORS NAMED HEREIN DATED May 8, 2007Securities Purchase Agreement • May 15th, 2007 • China Education Alliance Inc. • Services-educational services • New York
IN ADDITION, A SECURITIES PURCHASE AGREEMENT DATED AS OF MAY 8, 2007, AS AMENDED (THE “PURCHASE AGREEMENT”), A COPY OF WHICH MAY BE OBTAINED FROM THE COMPANY AT ITS PRINCIPAL EXECUTIVE OFFICE, CONTAINS CERTAIN ADDITIONAL AGREEMENTS BETWEEN THE PARTIES WITH RESPECT TO THIS WARRANT.
EMPLOYMENT AGREEMENTEmployment Agreement • November 30th, 2011 • China Education Alliance Inc. • Services-educational services • New York
THIS AGREEMENT is dated as of November 30, 2011 by and between China Education Alliance, Inc., a North Carolina corporation with its principal office at 58 Heng Shan Road, Kun Lun Shopping Mall, Harbin, People’s Republic of China (the “Company”), and Cloris Li, residing at Room 2201, Apartment 3, Buidling 5, Hiwell Internaional, 620 Qiushui Road, Hangzhou, China 310052 (“Executive”).
UNDERWRITING AGREEMENT between CHINA EDUCATION ALLIANCE, INC. and RODMAN & RENSHAW, LLC as UnderwriterUnderwriting Agreement • September 30th, 2009 • China Education Alliance Inc. • Services-educational services • New York
The undersigned, CHINA EDUCATION ALLIANCE, INC., a company formed under the laws of North Carolina (“Company”), hereby confirms its agreement with Rodman & Renshaw, LLC (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto, if any, for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
China Education Cloud Platform (Souzhi) Development AgreementChina Education Alliance Inc. • April 1st, 2013 • Services-educational services
WHEREAS, Party A intends to entrust Party B to develop the website “Souzhi” of “China Education Cloud Platform,” for profits of Party A;
SHARE TRANSFER AGREEMENTShare Transfer Agreement • May 31st, 2011 • China Education Alliance Inc. • Services-educational services
Pursuant to the Company Law of People’s Republic of China and the Contract Law of People’s Republic of China, the Parties hereby entered into the following agreement on the share transfer.
Lease AgreementLease Agreement • March 31st, 2015 • China Education Alliance Inc. • Services-educational services
Having reached agreement through friendly consultant and negotiation, Party A and Party B, hereby agree to enter into the Lease Agreement to be abided by both parties.
Product Commission Process ContractChina Education Alliance Inc. • April 17th, 2006 • Real estate agents & managers (for others)
Party A is the independent legal entity, which own the qualification of issuing printing products. Party B is the legal manufacturer registered in Tianjin. The two parties signed the commission contract under agreement.
Lease Agreement Beijing Zhongshidongsheng Culture Media Co., Ltd. Harbin Zhong He Li Da Education Technology, Inc. April, 2014Lease Agreement • March 31st, 2015 • China Education Alliance Inc. • Services-educational services
Having reached unanimity through friendly consultant and negotiation, Party A and Party B, hereby agree to enter into the Lease Agreement to be abided by both party.
May 8, 2007China Education Alliance Inc. • May 15th, 2007 • Services-educational services • New York
This agreement will set forth the terms pursuant to which (a) China Education Alliance, Inc., a North Carolina corporation (the “Company”) will deposit into escrow with you (the “Escrow Agent”) 2,000,000 shares (the “Preferred Shares”) of Series A Preferred Stock, par value $.001 per share (“Series A Preferred Stock”), and (b) Xiquin Yu (“Yu”) will deposit into escrow with the Escrow Agent 2,000,000 shares (the “Common Shares”) of the Company’s common stock, par value $.001 per share (“Common Stock”), pursuant to a securities purchase agreement (the “Purchase Agreement”) dated the date of this Agreement. The Preferred Shares and the Common Shares, together with the stock power referred to in Section 2 of this Agreement, are collectively referred to as the “Escrow Property.”
Purchase ContractPurchase Contract • April 3rd, 2007 • China Education Alliance Inc. • Real estate agents & managers (for others)
According to the terms of Contract Law of the People’s Republic of China, after negotiation between both Parties, for the matter that Party A purchases Party B, as following agreement:
Lease AgreementLease Agreement • April 16th, 2012 • China Education Alliance Inc. • Services-educational services
General: According to the Contract Law of the People's Republic of China, the PRC Urban Real Estate Administration Law of the People's Republic of China and the provisions of relevant laws and regulations and through negotiation, both parties signed the following agreement:
China Education Alliance, Inc.China Education Alliance Inc. • May 15th, 2007 • Services-educational services • California
This letter sets forth our mutual agreement regarding the payment outstanding secured promissory notes dated September 29, 2006 (the “Notes”) issued by China Education Alliance, Inc. (the “Company”) for which SBI Advisors, LLC acted as collateral agent for the lenders (in such capacity, the “Collateral Agent”), in the initial aggregate principal amount of $1,530,000, of which the aggregate principal amount of $1,330,000 is outstanding. The Company has sent a separate wire in the amount of $150,633 to SBI Advisors LLC on April 30, 2007. Upon the receipt of the wire, SBI Advisors LLC shall immediately return this amount (or such lesser amount as SBI shall have actually received). SBI Advisors LLC also agrees to pledge 500,000 of its presently outstanding warrants as security for its repayment obligations pursuant to this paragraph.
Stock Transaction AgreementStock Transaction Agreement • April 17th, 2006 • China Education Alliance Inc. • Real estate agents & managers (for others)
This agreement signed and chopped by each party which goes into effect at the date after the approval from authority department.
Lease AgreementLease Agreement • April 16th, 2012 • China Education Alliance Inc. • Services-educational services
Lessor (hereinafter referred to as Party A): Sunshine Property Management Limited Company of Harbin Institute of Technology
Lease AgreementLease Agreement • April 16th, 2012 • China Education Alliance Inc. • Services-educational services
According to the Contract Law of the People's Republic of China and the provisions of relevant laws and regulations, the two parties on the basis of equality, reach the following supplementary terms (the “Agreement”) about house located in No.40, Jiaohua Road, Nangang District:
AGREEMENTChina Education Alliance Inc. • March 24th, 2011 • Services-educational services
Whereas the parties signed a management agreement and a loan agreement on March 4, 2011, after friendly negotiation, the parties agree to the following:
May , 2007China Education Alliance Inc. • June 7th, 2007 • Services-educational services • New York
This agreement will set forth the terms pursuant to which (a) China Education Alliance, Inc., a North Carolina corporation (the “Company”) will deposit into escrow with you (the “Escrow Agent”) 2,833,333 shares (the “Company Shares”) of Common Stock, and (b) Xiquin Yu (“Yu”) will deposit into escrow with the Escrow Agent 2,833,333 shares (the “Common Shares”) of the Company’s common stock, par value $.001 per share (“Common Stock”), pursuant to a securities purchase agreement (the “Purchase Agreement”) dated May 8, 2007 and amended by an amendment dated as of May 23, 2007. At such time as the Company has authorized the creation of the Series A Convertible Preferred Stock, par value $.001 per share (“Series A Preferred Stock”), the Company shall issued to the Escrow Agent 2,833,333 shares of Series A Preferred Stock (the “Preferred Shares”), and the Escrow Agent shall return to the Company the Company Shares. The Company Shares or the Preferred Shares and the Common Shares, together wit
Lease AgreementLease Agreement • April 16th, 2012 • China Education Alliance Inc. • Services-educational services
Having reached unanimity through friendly consultant and negotiation, Party A and Party B, hereby agree to enter into the Lease Agreement (the “Contract”) to be abided by both parties.
AMENDMENT NO. 2China Education Alliance Inc. • June 20th, 2007 • Services-educational services
Amendment (this “Amendment”) dated as of this 8th day of June, 2007 to a certain Securities Purchase Agreement dated as of May 8, 2007 by and among China Education Alliance, Inc., a North Carolina corporation, and Barron Partners LP, and other Investors, as amended by an amendment dated as of May 23, 2006, which agreement, as so amended, is referred to as the “Agreement.”
Lease Agreement Beijing China Overseas Plaza Property Co., Ltd. Harbin Zhong He Li Da Education Technology, Inc.Lease Agreement • April 16th, 2012 • China Education Alliance Inc. • Services-educational services
Having reached unanimity through friendly consultant and negotiation, Party A and Party B, hereby agree to enter into the Lease Agreement to be abided by both party.
LEASE AGREEMENTLease Agreement • March 31st, 2015 • China Education Alliance Inc. • Services-educational services
In accordance with the provisions of "Contract Law of the People's Republic of China ", “The Urban Real Estate Administration Law of the People's Republic of China " and other relevant laws and regulations, on the basis of equality, voluntariness and consensus, Party A hereby rent the premises to Party B pursuant to the following terms:
Harbin Zhonghelia Education Technology Company Limited Employment ContractChina Education Alliance Inc. • April 17th, 2006 • Real estate agents & managers (for others)
Liansheng Zhang (party B) is employed by the company (party A) because of management need. Both Party A and B signs the contract based on the principle of fair and willing according to the regulation on The Management System of Enterprise of Harbin Zhonghelida Education Technology Company Limited, which stipulated the rights and obligation for both party to perform.
SHARE TRANSFER AGREEMENTShare Transfer Agreement • March 17th, 2011 • China Education Alliance Inc. • Services-educational services
Pursuant to the Company Law of People’s Republic of China and the Contract Law of People’s Republic of China, Party A and Party B hereby enter into the following agreement on the share transfer.
PLAN OF EXCHANGE BY WHICH ABC REALTY CO. (a North Carolina corporation) SHALL ACQUIRE Harbin Zhong He Li Da Ke Ji Jiao Yu You Xian Gong Si (a corporation organized under the laws of the Peoples’ republic of China)Plan of Exchange • April 18th, 2005 • China Education Alliance Inc. • Real estate agents & managers (for others) • North Carolina
EQUITY TRANSFER AGREEMENTEquity Transfer Agreement • January 7th, 2016 • China Education Alliance Inc. • Services-educational services
Agreement sets forth the terms and conditions upon which the Transferor will sell 60% equity interest of Harbin Tianlang Culture and Education School (the “School”) to the Transferee, which had been approved by the Board of the school.
AMENDMENTAmendment • June 7th, 2007 • China Education Alliance Inc. • Services-educational services
Translation of Independent Director Appointment AgreementChina Education Alliance Inc. • June 30th, 2011 • Services-educational services
November 30, 2007 Mr. Xiqun Yu, CEO China Education Alliance, Inc.China Education Alliance Inc. • December 7th, 2007 • Services-educational services
