COMMON STOCK PURCHASE WARRANT CHINA JO-JO DRUGSTORES, INC.Common Stock Purchase Warrant • June 2nd, 2020 • China Jo-Jo Drugstores, Inc. • Retail-drug stores and proprietary stores
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date set forth above1 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on ______________2 (the “Termination Date”) but not thereafter, to subscribe for and purchase from CHINA JO-JO DRUGSTORES, INC., a Nevada corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 2nd, 2020 • China Jo-Jo Drugstores, Inc. • Retail-drug stores and proprietary stores • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of June 1, 2020, between China Jo-Jo Drugstores, Inc., a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
STRICTLY CONFIDENTIAL China Jo-Jo Drugstores, Inc. Hai Wai Hai Tongxin Mansion Floor 6 Gong Shu District, Hangzhou City People’s Republic of China 310008 Attn: Lei Liu, Chief Executive OfficerExclusive Agency Agreement • June 2nd, 2020 • China Jo-Jo Drugstores, Inc. • Retail-drug stores and proprietary stores • New York
This letter agreement (this “Agreement”) constitutes the agreement between China Jo-Jo Drugstores, Inc. (the “Company”) and H.C. Wainwright & Co., LLC (“Wainwright”), that Wainwright shall serve as the exclusive agent, advisor or underwriter in any offering of securities of the Company (the “Securities”) during the Term (as hereinafter defined) of this Agreement (each, an “Offering”). The terms of each Offering and the Securities issued in connection therewith shall be mutually agreed upon by the Company and Wainwright and nothing herein implies that Wainwright would have the power or authority to bind the Company and nothing herein implies that the Company shall have an obligation to issue any Securities. It is understood that Wainwright’s assistance in an Offering will be subject to the satisfactory completion of such investigation and inquiry into the affairs of the Company as Wainwright deems appropriate under the circumstances and to the receipt of all internal approvals of Wainwr
PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT CHINA JO-JO DRUGSTORES, INC.Placement Agent Common Stock Agreement • June 2nd, 2020 • China Jo-Jo Drugstores, Inc. • Retail-drug stores and proprietary stores
THIS PLACEMENT AGENT COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date set forth above (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on June 1, 2025 (the “Termination Date”) but not thereafter, to subscribe for and purchase from CHINA JO-JO DRUGSTORES, INC., a Nevada corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s common stock (the “Common Stock”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is being issued pursuant to that certain engagement letter, dated as of May 31, 2020, by an between the Company and H.C. Wainwright & Co., LLC.
COMMON STOCK PURCHASE WARRANT china jo-jo drugstores, inc.Common Stock Purchase Warrant • July 21st, 2015 • China Jo-Jo Drugstores, Inc. • Medicinal chemicals & botanical products
THIS COMMON STOCK PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after January __, 2016 (the “Initial Exercise Date”) and on or prior to the close of business on the five (5) year anniversary of the Initial Exercise Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from China Jo-Jo Drugstores, Inc., a Nevada corporation (the “Company”), up to ______ shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
INDENTURE Dated as of ____________, 20__ Between China Jo-Jo Drugstores, Inc. as Issuer And as Trustee Debt SecuritiesIndenture • April 2nd, 2019 • China Jo-Jo Drugstores, Inc. • Medicinal chemicals & botanical products • New York
INDEMNIFICATION AGREEMENTIndemnification Agreement • May 17th, 2010 • China Jo-Jo Drugstores, Inc. • Retail-drug stores and proprietary stores • Nevada
THIS AGREEMENT is entered into, effective as of May 14, 2010 by and between China Jo-Jo Drugstores, Inc., a Nevada corporation (the “Company”), and Bennet P. Tchaikovsky (“Indemnitee”).
CHINA JO-JO DRUGSTORES, INC. RESTRICTED STOCK AWARD AGREEMENT UNDER THE 2010 EQUITY INCENTIVE PLANRestricted Stock Award Agreement • November 24th, 2014 • China Jo-Jo Drugstores, Inc. • Medicinal chemicals & botanical products
Pursuant to the China Jo-Jo Drugstores, Inc. 2010 Equity Incentive Plan (the “Plan”) as amended through the date hereof, China Jo-Jo Drugstores, Inc. (the “Company”) hereby grants a Restricted Stock Award (an “Award”) to the Grantee named above. Upon acceptance of this Award, the Grantee shall receive the number of shares of common stock of the Company, par value $.001 per share (“Par Value”), specified above (the “Shares”) having a fair value per share (“Original Value”) equal to the amount specified above, subject to the restrictions and conditions set forth herein and in the Plan. The Company acknowledges the receipt from the Grantee of consideration with respect to the Original Value of the Shares in the form of cash, past or future services rendered by the Grantee to the Company, a subsidiary of the Company and/or an affiliated or related entity which the Company controls (the “Company”), or such other form of consideration as is acceptable to the Committee.
Underwriting AgreementUnderwriting Agreement • March 23rd, 2010 • China Jo-Jo Drugstores, Inc. • Retail-drug stores and proprietary stores • New York
China Jo-Jo Drugstores, Inc., a Nevada corporation (“Company”), confirms its agreement, subject to the terms and conditions stated herein, to issue and sell to the Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of ______ shares (the “Shares”) of Common Stock, $0.001 par value per share (the “Common Stock”), and, at the election of the Underwriters in the circumstances specified in Section 2 hereto, up to _____ additional Shares. The ____ Shares to be sold by the Company are herein called the “Firm Securities” and the _____ additional Shares to be sold by the Company are herein called the “Optional Securities.” The Firm Securities and the Optional Securities that the Underwriter elects to purchase pursuant to Section 2 hereof are herein collectively referred to as the “Securities.”
INVESTOR RIGHTS AGREEMENT dated as of January 3, 2017 among China Jo-Jo Drugstores, Inc., CARERETAIL HOLDINGS LIMITED and CERTAIN OTHER PARTIES NAMED HEREINInvestor Rights Agreement • January 4th, 2017 • China Jo-Jo Drugstores, Inc. • Medicinal chemicals & botanical products • New York
INVESTOR RIGHTS AGREEMENT, dated as of January 3, 2017 (this “Agreement”), among (1) China Jo-Jo Drugstores, Inc., a company incorporated under the laws of the State of Nevada (the “Company”), (2) Hangzhou Jiuzhou Grand Pharmacy Chain Co., Ltd. (杭州九洲大药房连锁有限公司), a company organized under the laws of the PRC (“Jiuzhou Grand Pharmacy” or the “VIE”), (3) Lei Liu (“Mr. Liu”), (4) Li Qi (“Ms. Qi,” and together with Mr. Liu, the “Founders”), (5) Super Marvel Limited, a company incorporated under the laws of the British Virgin Islands (“Founders SPV,” and together with the Founders, the “Founder Parties”) and (6) CareRetail Holdings Limited, an exempt company organized under the laws of the Cayman Islands (the “Investor”).
AGREEMENT FOR LOGISTICS SERVICESLogistics Services Agreement • February 14th, 2011 • China Jo-Jo Drugstores, Inc. • Retail-drug stores and proprietary stores
This Agreement for Logistics Services (this “Agreement”) is dated January 1, 2011, and is entered into by and between Hangzhou Jiuzhou Grand Pharmacy Chain Co., Ltd. (“Party A”), and Zhejiang Yingte Logistics Co., Ltd. (“Party B”). Party A and Party B are referred to collectively in this Agreement as the “Parties.”
EQUITY PLEDGE AGREEMENTEquity Pledge Agreement • May 17th, 2012 • China Jo-Jo Drugstores, Inc. • Retail-drug stores and proprietary stores
This Equity Pledge Agreement (hereinafter this “Agreement”) is dated May 15, 2012, and is entered into in Hangzhou City, People’s Republic of China (“PRC” or “China”) by and among Zhejiang Jiuxin Investment Management Co., Ltd (“Party A” or “Pledgee”), Zhejiang Jiuying Grand Pharmacy Co., Ltd. (“Party B” or “Company”), each of the individual shareholders listed on the signature pages hereto (i.e. LIU Lei, JIN Chong’an and QI Li, each a “Pledgor” and collectively, “Party C” or the “Pledgors”) of the Company, and Zhejiang Shouantang Medical Technology Co., Ltd (“Party D”). Party A, Party B, Party C and Party D are each referred to in this Agreement as a “Party” and collectively as the “Parties”. Party D is made a party hereto for the sole purpose of acknowledging this Agreement.
CONSULTING SERVICES AGREEMENTConsulting Services Agreement • May 17th, 2012 • China Jo-Jo Drugstores, Inc. • Retail-drug stores and proprietary stores
This Consulting Services Agreement (this “Agreement”) is dated May 15, 2012, and is entered into in Hangzhou City, People’s Republic of China (“PRC” or “China”) by and between Zhejiang Jiuxin Investment Management Co., Ltd (“Party A”) and Zhejiang Jiuying Grand Pharmacy Co., Ltd. (“Party B”). Party A and Party B are referred to collectively in this Agreement as the “Parties.”
SHARE EXCHANGE AGREEMENT by and between Renovation Investment (Hong Kong) Co., Limited (“Renovation”) and the Shareholders of Renovation, on the one hand; and Kerrisdale Mining Corporation (“Kerrisdale”), a Nevada corporation, on the other hand...Share Exchange Agreement • September 24th, 2009 • Kerrisdale Mining Corp • Metal mining • California
This Share Exchange Agreement, dated as of September __, 2009 (this “Agreement”), is made and entered into by and between Renovation Investment (Hong Kong) Co., Limited, a Hong Kong company (“Renovation”), and the shareholders of Renovation (“Renovation Shareholders”) listed on the Signature Page for Renovation Shareholders that is attached hereto, on the one hand; and Kerrisdale Mining Corporation, a Nevada corporation (“Kerrisdale”) that is attached hereto, on the other hand.
CareRetail (HK) Holdings Limited Joint Venture Contract On Zhejiang Jiusong Pharmaceutical Management Co., Ltd. Made By and Between CareRetail (HK) Holdings Limited And Hangzhou Jiuzhou Grand Pharmacy Co., Ltd. Jan. 2017 目录 ContentsJoint Venture Contract • February 10th, 2017 • China Jo-Jo Drugstores, Inc. • Medicinal chemicals & botanical products
本合资经营合同(下称“本合同”)由以下双方于2017年1月 18 日在中国杭州签署： This Joint Venture Contract (hereinafter referred to as “this Contract”) is signed in Hangzhou, China on January 18, 2017 by and between:
English Translation) PROJECT AGREEMENTProject Agreement • June 29th, 2010 • China Jo-Jo Drugstores, Inc. • Retail-drug stores and proprietary stores
Party A and Party B enter into the following agreement pursuant to relevant laws and regulations on land administration in the People’s Republic of China:
EMPLOYMENT AGREEMENTEmployment Agreement • August 2nd, 2011 • China Jo-Jo Drugstores, Inc. • Retail-drug stores and proprietary stores • Nevada
This employment agreement (this “Agreement”) dated as of August 1, 2011 (the “Effective Date”), is made by and between China Jo-Jo Drugstores, Inc., a Nevada corporation (the “Company”), and Frank Ming Zhao (the “Executive,” and with the Company, each a “Party” and collectively the “Parties”).
OPERATING AGREEMENTOperating Agreement • May 17th, 2012 • China Jo-Jo Drugstores, Inc. • Retail-drug stores and proprietary stores
This Operating Agreement (this “Agreement”) is dated May 15, 2012, and is entered into in Hangzhou City, People’s Republic of China (“PRC” or “China”) by and among Zhejiang Jiuxin Investment Management Co., Ltd (“Party A”) and Zhejiang Jiuying Grand Pharmacy Co., Ltd. (“Party B”), the individual shareholders collectively holding 51% of the issued and outstanding equity interests of Party B (i.e. LIU Lei, JIN Chong’an and QI Li, each as a “Individual Shareholder” and collectively as “Party C”), and Zhejiang Shouantang Medical Technology Co., Ltd (“Party D”). Party A, Party B, Party C and Party D are each referred to in this Agreement as a “Party” and collectively as the “Parties.” Party D is made a party hereto for the sole purpose of acknowledging this Agreement.
House Lease AgreementHouse Lease Agreement • June 27th, 2014 • China Jo-Jo Drugstores, Inc. • Wholesale-drugs, proprietaries & druggists' sundries
In accordance with the provisions by the Contract Law of the People's Republic of China and the relevant laws and regulations and based on the principle of equality, mutual benefit and voluntariness, Party A and Party B reach the following agreement for the leasing matters of “Yuzheng Commercial Building”:
NON- Statutory STOCK OPTION AGREEMENT pursuant to the OF CHINA JO-JO DRUGSTORES, INC.Non-Statutory Stock Option Agreement • November 24th, 2014 • China Jo-Jo Drugstores, Inc. • Medicinal chemicals & botanical products • New York
THIS NON- Statutory STOCK OPTION AGREEMENT (this “Agreement”), dated as of the Grant Date specified above, is entered into by and between China Jo-Jo Drugstores, Inc., a Nevada corporation (the “Company”), and the Optionee specified above, pursuant to the 2010 Equity Incentive Plan of the Company, as in effect and as amended from time to time (the “Plan”); and
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • January 4th, 2017 • China Jo-Jo Drugstores, Inc. • Medicinal chemicals & botanical products • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of January 3, 2017, between China Jo-Jo Drugstores, Inc., a Nevada corporation (the “Company”), and CareRetail Holdings Limited, an exempt company incorporated under the laws of the Cayman Islands (the “Purchaser” ).
AGREEMENTLoanout Agreement • August 2nd, 2011 • China Jo-Jo Drugstores, Inc. • Retail-drug stores and proprietary stores • Nevada
This AGREEMENT (this “Agreement”), dated as of August 1, 2011, is by and between Worldwide Officers, Inc. a California Corporation (the “Lender”), and China Jo-Jo Drugstores, Inc., a Nevada corporation (the “Company”), to memorialize the terms and conditions for the services of the Lender’s employee, Bennet P. Tchaikovsky (“Executive”). The Lender and the Company shall each be referred to as a “Party” and collectively as the “Parties.”
CONSULTING SERVICES AGREEMENTConsulting Services Agreement • January 4th, 2013 • China Jo-Jo Drugstores, Inc. • Retail-drug stores and proprietary stores • Nevada
This Consulting Services Agreement (the “Agreement”), dated as of January 1, 2013 (the “Effective Date”), is entered into by and between China Jo-Jo Drugstores, Inc. (the “Company”), a Nevada corporation having its principal executive office at Room 507-513, 5th Floor, A Building, Meidu Plaza Gongshu District, Hangzhou, Zhejiang Province People’s Republic of China, and Worldwide Officers, Inc., a California corporation having its principal place of business at 6571 Morningside Drive Huntington Beach, California 92648 (“Consultant”).
English Translation) SECURITY DEPOSIT AGREEMENTSecurity Deposit Agreement • June 29th, 2010 • China Jo-Jo Drugstores, Inc. • Retail-drug stores and proprietary stores
Party A and Party B enter into the following agreement pursuant to relevant laws and regulations on land administration in the People’s Republic of China:
English Translation) AGREEMENT FOR LOGISTICS SERVICESLogistics Services Agreement • March 23rd, 2010 • China Jo-Jo Drugstores, Inc. • Retail-drug stores and proprietary stores
This Agreement for Logistics Services (this “Agreement”) is dated January 1, 2010, and is entered into by and between Hangzhou Jiuzhou Grand Pharmacy Chain Co., Ltd. (“Party A”), and Zhejiang Yingte Logistics Co., Ltd. (“Party B”). Party A and Party B are referred to collectively in this Agreement as the “Parties.”
SUPPLEMENTAL AGREEMENT REGARDING EQUITY INTERESTS TRANSFER AGREEMENTEquity Interests Transfer Agreement • October 21st, 2011 • China Jo-Jo Drugstores, Inc. • Retail-drug stores and proprietary stores
On April 15, 2011, Transferors and Transferee entered into an Equity Interests Transfer Agreement. According to such agreement, Transferor WU Shisong shall transfer the 51% equity interests in Zhejiang Jiuxin Medicine Co., Ltd. held by him to Transferee, and Transferor LIU Shan shall transfer the 49% equity interests in Zhejiang Jiuxin Medicine Co., Ltd. to Transferee. According to such agreement, the total consideration for equity interests to be transferred shall be 50 million Renminbi. On the execution date of such agreement, Transferors and Transferee jointly applied to the Zhejiang Province Administration of Industry and Commerce to register the transfer of equity interests, including the registration of the Equity Interests Transfer Agreement. On the same date, the Zhejiang Province Administration of Industry and Commerce approved such registration and issued a new enterprise operating license to Zhejiang Jiuxin Medicine Co., Ltd. Prior to the execution of this Supplemental Agree
Corporate Acquisition ContractCorporate Acquisition Contract • November 13th, 2014 • China Jo-Jo Drugstores, Inc. • Medicinal chemicals & botanical products
VOTING RIGHTS PROXY AGREEMENTVoting Rights Proxy Agreement • May 17th, 2012 • China Jo-Jo Drugstores, Inc. • Retail-drug stores and proprietary stores
This Voting Rights Proxy Agreement (the “Agreement”) is entered into in Hangzhou, People’s Republic of China (“PRC” or “China”) as of May 15, 2012 by and among Zhejiang Jiuxin Investment Management Co., Ltd (“Party A”) and Zhejiang Jiuying Grand Pharmacy Co., Ltd. (“Company” or “Party B”), the individual shareholders collectively holding 51% of the issued and outstanding equity interests of Party B (i.e. LIU Lei, JIN Chong’an and QI Li, each as a “Individual Shareholder” and collectively as “Party C”), and Zhejiang Shouantang Medical Technology Co., Ltd (“Party D”). Party A, Party B, Party C and Party D are each referred to in this Agreement as a “Party” and collectively as the “Parties”. Party D is made a party hereto for the sole purpose of acknowledging this Agreement.
TRANSFER OF EQUITY INTERESTS AGREEMENTTransfer of Equity Interests Agreement • October 21st, 2011 • China Jo-Jo Drugstores, Inc. • Retail-drug stores and proprietary stores
Upon amicable negotiations between the Transferors and the Transferee, the two parties hereby reach the following agreements regarding transfer of equity interests of Jiuxin Medicine Co., Ltd from the Transferors to the Transferee:
OPTION AGREEMENTOption Agreement • May 17th, 2012 • China Jo-Jo Drugstores, Inc. • Retail-drug stores and proprietary stores
This Option Agreement (this “Agreement”) is dated May 15, 2012, and is entered into in Hangzhou City, People’s Republic of China (“PRC” or “China”) by and among Zhejiang Jiuxin Investment Management Co., Ltd (“Party A”) and Zhejiang Jiuying Grand Pharmacy Co., Ltd. (“Company” or “Party B”), the individual shareholders collectively holding 51% of the issued and outstanding equity interests of Party B (i.e. LIU Lei, JIN Chong’an and QI Li, each as a “Individual Shareholder” and collectively as “Party C”), and Zhejiang Shouantang Medical Technology Co., Ltd (“Party D”). Party A, Party B, Party C and Party D are each referred to in this Agreement as a “Party” and collectively as the “Parties.” Party D is made a party hereto for the sole purpose of acknowledging this Agreement.
CHINA JO-JO DRUGSTORES, INC. RESTRICTED STOCK AWARD AGREEMENT UNDER THE 2010 EQUITY INCENTIVE PLANRestricted Stock Award Agreement • December 2nd, 2015 • China Jo-Jo Drugstores, Inc. • Medicinal chemicals & botanical products
Pursuant to the China Jo-Jo Drugstores, Inc. 2010 Equity Incentive Plan (the “Plan”) as amended through the date hereof, China Jo-Jo Drugstores, Inc. (the “Company”) hereby grants a Restricted Stock Award (an “Award”) to the Grantee named above. Upon acceptance of this Award, the Grantee shall receive the number of shares of common stock of the Company, par value $.001 per share (“Par Value”), specified above (the “Shares”) having a fair value per share (“Original Value”) equal to the amount specified above, subject to the restrictions and conditions set forth herein and in the Plan. The Company acknowledges the receipt from the Grantee of consideration with respect to the Original Value of the Shares in the form of cash, past or future services rendered by the Grantee to the Company, a subsidiary of the Company and/or an affiliated or related entity which the Company controls (the “Company”), or such other form of consideration as is acceptable to the Committee.
CFO SERVICES AGREEMENTCfo Services Agreement • January 27th, 2010 • China Jo-Jo Drugstores, Inc. • Retail-drug stores and proprietary stores
This CFO SERVICES AGREEMENT (this “Agreement”), dated as of July 30 2009 by and between Worldwide Officers, Inc. a California Corporation sole owned by Bennet P. Tchaikovsky and having its principal location of 6571 Morningside Drive, Huntington Beach, California 92648 (“Provider”), and Hangzhou Jiuzhou Grand Pharmacy Chained Co. Ltd. (the “Company”), for the services of Provider’s employee, Bennet P. Tchaikovsky (the "Executive").
AGREEMENT AND PLAN OF MERGERMerger Agreement • May 14th, 2021 • China Jo-Jo Drugstores, Inc. • Retail-drug stores and proprietary stores • Nevada
This AGREEMENT AND PLAN OF MERGER (this “Agreement”) is entered into as of May 14, 2021, by and among China JoJo Drugstores, Inc., a Nevada corporation (“CJJD”), and China Jo-Jo Drugstores Holdings, Inc., an exempted company incorporated under the laws of the Cayman Islands and a wholly owned subsidiary of CJJD (“CJJD Cayman”).
LOANOUT AGREEMENTLoanout Agreement • May 17th, 2010 • China Jo-Jo Drugstores, Inc. • Retail-drug stores and proprietary stores • Nevada
This LOANOUT AGREEMENT (this “Agreement”), dated as of May 14, 2010 (the “Effective Date”), by and between Worldwide Officers, Inc. a California Corporation having its principal location of 6571 Morningside Drive, Huntington Beach, California 92648 (“Lender”), and China Jo-Jo Drugstores, Inc. having a principal location at Room 507-513, 5th Floor, A Building, Meidu Plaza Gongshu District, Hangzhou, Zhejiang Province People’s Republic of China (the “Company”), for the services of Lender’s employee, Bennet P. Tchaikovsky (“Executive”). Executive is made a party to this Agreement solely for the purpose of acknowledging Section 4 hereof.
