REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 21st, 2007 • Neoview Holdings Inc. • Services-business services, nec • New York
This Agreement is made pursuant to and in connection with (i) the Securities Purchase Agreement between the Company and each Purchaser dated as of the date hereof (collectively, the “Purchase Agreement”), and (ii) the Private Placement Memorandum dated May 10, 2007 (the “Memorandum”) relating to the offering of securities of the Company pursuant to which the Purchasers purchased the Registrable Securities (as hereinafter defined).
EXHIBIT "99.2"Private Placement Subscription Agreement • January 5th, 2006 • Neoview Holdings Inc. • Services-business services, nec • Nevada
THIS PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT (THE "SUBSCRIPTION AGREEMENT") RELATES TO AN OFFERING OF SECURITIES IN AN OFFSHORE TRANSACTION TO PERSONS WHO ARE NOT U.S. PERSONS (AS DEFINED HEREIN) PURSUANT TO REGULATION S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE "1933 ACT").
Share Exchange AgreementShare Exchange Agreement • May 21st, 2007 • Neoview Holdings Inc. • Services-business services, nec • New York
This Share Exchange Agreement, dated as of May 16, 2007, is made by and among Neoview Holdings, Inc., a Nevada corporation (the “Acquiror Company”), Synergy Business Consulting, LLC (the “Principal Acquiror Company Shareholder”), each of the Persons listed on Exhibit A hereto (collectively, the “Shareholders”, and individually a “Shareholder”) and Jingwei International Investments Limited, a company incorporated in the British Virgin Islands (the “Company”).
ContractNeoview Holdings Inc. • May 21st, 2007 • Services-business services, nec
THESE SECURITIES AND ANY SECURITIES ISSUABLE UPON EXERCISE OF THIS SECURITY HAVE NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND IN ACCORDANCE WITH APPLICABLE STATE SECURITIES LAWS AS EVIDENCED BY AN OPINION OF COUNSEL TO THE TRANSFEROR TO SUCH EFFECT, THE SUBSTANCE OF WHICH SHALL BE REASONABLY ACCEPTABLE TO THE COMPANY. NOTWITHSTANDING THE FOREGOING, THESE SECURITIES MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT OR OTHER LOAN OR FINANCING ARRANGEMENT SECURED BY THESE SECURITIES.
THIS AGREEMENT made the __________ day of __________, __________. BETWEEN: NEOVIEW HOLDINGS, INC., a Nevada corporation with an office at 3702 South Virginia Street, Ste. G12-#401, Reno, NV 89502 ("Neoview") AND: MEMBER COMPANY, a _________...Membership Agreement • April 12th, 2005 • Neoview Holdings Inc. • Services-business services, nec
NOW THEREFORE THIS AGREEMENT WITNESSES that in consideration of the premises and the covenants and agreements herein contained, Neoview and the member covenant and agree as follows:
ContractBusiness Acquisition Agreement • August 6th, 2009 • Jingwei International LTD • Services-business services, nec
AMENDED AND RESTATED LOAN AGREEMENTLoan Agreement • October 4th, 2007 • Jingwei International LTD • Services-business services, nec
This Amended and Restated Loan Agreement (the “Agreement”) is entered into in ShenZhen as of February 08, 2007 by the following parties.
EXCLUSIVE TECHNOLOGY CONSULTING SERVICES AGREEMENTExclusive Technology Consulting Services Agreement • October 4th, 2007 • Jingwei International LTD • Services-business services, nec
This Exclusive Technology Consulting Services Agreement (hereinafter referred to as “this Agreement”) is entered into in ShenZhen on February 08, 2007 between the following two parties:
Form of Lock-Up]Neoview Holdings Inc. • May 21st, 2007 • Services-business services, nec
Exclusive Option AgreementExclusive Option Agreement • October 4th, 2007 • Jingwei International LTD • Services-business services, nec
This Exclusive Option Agreement (this “Agreement”) is entered into in ShenZhen on February 08, 2007 between the following parties:
SUPPLEMENTAL ACQUISITION AGREEMENTSupplemental Acquisition Agreement • January 26th, 2010 • Jingwei International LTD • Services-business services, nec
This Supplementary Agreement is in reference to the original business acquisition agreement (“Agreement”) signed by the following three parties on June 8, 2009; and is entered into by and between the following three Parties as of January 22, 2010, in Shenzhen:
FRAMEWORK AGREEMENT BY AND AMONG Jingwei International Limited， Shenzhen Xinguochuang Information Technology Limited, AND Shanghai Haicom Limited DATED AS OF October 8, 2010 FRAMEWORK AGREEMENTFramework Agreement • October 12th, 2010 • Jingwei International LTD • Services-business services, nec
THIS FRAMEWORK AGREEMENT (this "Agreement") is entered into as of October 8, 2010，by and among Jingwei International Limited, a Nevada corporation (the "Company" ), Shenzhen Xinguochuang Information Technology Limited, a corporation registered in Shenzhen, China, and a wholly owned subsidiary of the Company (“Acquistion Sub”), and Shanghai Haicom Limited, a corporation registered in Shanghai, China (“Haicom”).
SHARE ESCROW AGREEMENTShare Escrow Agreement • May 21st, 2007 • Neoview Holdings Inc. • Services-business services, nec • New York
This Escrow Agreement (the “Agreement”), dated May 16, 2007, is entered into by and among Neoview Holdings Inc., a Nevada corporation (the “Company”), CRT Capital Group LLC, as representative of the Investors (the “Investor Representative”), each stockholder of Jingwei International Investments Limited (“Jingwei”) named in Exhibit A (collectively, the “Stockholders”) to the Share Exchange Agreement of even date herewith between and among Jingwei, Synergy Business Consulting LLC, the Stockholders and the Company, and Continental Stock Transfer & Trust Company (hereinafter referred to as “Escrow Agent”) (a copy of such Exhibit has been delivered to the Escrow Agent). All capitalized terms used but not defined herein shall have the meanings assigned them in that certain Securities Purchase Agreement, dated on or about the date hereof, 2007 (“Purchase Agreement”), between the Company and each Investor in the offering the subject of the Purchase Agreement (each an “Investor” and collectivel
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 21st, 2007 • Neoview Holdings Inc. • Services-business services, nec • New York
This Securities Purchase Agreement (the “Agreement”) is dated as of May 16, 2007, by and among Neoview Holdings Inc. (the “Company”) and each of the investors identified on the signature pages hereto (each, a “Purchaser” and collectively, the “Purchasers”). For the avoidance of doubt, unless the context otherwise requires, all references to the “Company” herein shall include, without limitation, the acquired assets and business of Jingwei International Investments Limited (“Jingwei”). Capitalized terms used but not otherwise defined herein shall have the respective meanings set forth in Section 7 hereof.
EQUITY PLEDGE AGREEMENTEquity Pledge Agreement • October 4th, 2007 • Jingwei International LTD • Services-business services, nec
NOW THEREFORE, the Pledgee and the Pledgors through mutual negotiations hereby enter into this Agreement based upon the following terms:
STOCK PURCHASE AGREEMENT BY AND AMONG Jingwei International Limited， New Yulong Information Technology Co. Ltd., AND Mr. George Du DATED AS OF SEPTEMBER 23, 2011Stock Purchase Agreement • September 29th, 2011 • Jingwei International LTD • Services-business services, nec
THIS STOCK PURCHASE AGREEMENT (this "Agreement") is made as of September 23, 2011，by and among Jingwei International Limited, a Nevada corporation (the "Company"), New Yulong Information Technology Co. Ltd. (“New Yulong IT”), a corporation registered in Shenzhen, China and a subsidiary of the Company (the “Seller”), and Mr. George Du (the “Purchaser”).
INTELLECTUAL PROPERTY AGREEMENTIntellectual Property Agreement • October 4th, 2007 • Jingwei International LTD • Services-business services, nec
This Intellectual Property Agreement (this “Agreement”) is entered into in ShenZhen on February 08, 2007 between the following two parties:
INTELLECTUAL PROPERTY ASSIGNMENT AGREEMENTIntellectual Property Assignment Agreement • October 4th, 2007 • Jingwei International LTD • Services-business services, nec
This Intellectual Property Assignment Agreement (this “Agreement”) is entered into in ShenZhen on February 08, 2007 between the following two parties:
NEOVIEW HOLDINGS INC. STE 401, 3702 South Virginia Street, #G12 Reno, NV 89502Neoview Holdings Inc. • February 4th, 2005
This letter agreement sets out the terms and conditions upon which NEOVIEW will engage you to provide Services (as defined herein). The execution of this letter agreement by yourself constitutes your acceptance of the following terms and conditions.
AGREEMENT AND PLAN OF MERGER between NEOVIEW HOLDINGS, INC. and JINGWEI INTERNATIONAL LIMITED Dated as of May 16, 2007Agreement and Plan of Merger • May 21st, 2007 • Neoview Holdings Inc. • Services-business services, nec • Nevada
AGREEMENT AND PLAN OF MERGER, dated as of May 16, 2007, between Neoview Holdings, Inc., a Nevada corporation ("Parent"), and Jingwei International Limited, a Nevada corporation and a direct wholly-owned subsidiary of Parent ("Sub"). Parent and Sub are hereinafter collectively referred to as the "Constituent Corporations."
Operating AgreementOperating Agreement • October 4th, 2007 • Jingwei International LTD • Services-business services, nec
This Operating Agreement (hereinafter referred to as “this Agreement”) is entered into in ShenZhen on February 08, 2007 between the following parties:
FUNDING AND INDEMNIFICATION AGREEMENTFunding and Indemnification Agreement • February 17th, 2012 • Jingwei International LTD • Services-business services, nec • Nevada
THIS FUNDING AND INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of February 16, 2012, between Jingwei International Limited, a Nevada corporation (the “Company”), and George (Jianguo) Du (the “Principal Shareholder”).
