INDENTURE Dated as of Between Fanhua Inc. as Company and as Trustee DEBT SECURITIESIndenture • May 21st, 2024 • Fanhua Inc. • Insurance agents, brokers & service • New York
INDENTURE dated as of [ ], between Fanhua Inc., an exempted company incorporated in the Cayman Islands (the “Company”), and [ ], a [ ] corporation, as trustee (the “Trustee”).
DEPOSIT AGREEMENTDeposit Agreement • October 25th, 2007 • Cninsure Inc. • Insurance agents, brokers & service • New York
DEPOSIT AGREEMENT dated as of , 2007 (the “Deposit Agreement”) among CNINSURE INC. and its successors (the “Company”), JPMORGAN CHASE BANK, N.A., as depositary hereunder (the “Depositary”), and all holders from time to time of American Depositary Receipts issued hereunder (“ADRs”) evidencing American Depositary Shares (“ADSs”) representing deposited Shares (defined below). The Company hereby appoints the Depositary as depositary for the Deposited Securities and hereby authorizes and directs the Depositary to act in accordance with the terms set forth in this Deposit Agreement. All capitalized terms used herein have the meanings ascribed to them in Section 1 or elsewhere in this Deposit Agreement. The parties hereto agree as follows:
INDEMNIFICATION AGREEMENTIndemnification Agreement • October 10th, 2007 • Cninsure Inc. • New York
This Indemnification Agreement (the “Agreement”) is entered into as of , 2007 by and between CNinsure Inc., a Cayman Islands company (the “Company”) and the undersigned, [TITLE] of the Company (the “Indemnitee”).
Share PURCHASE AGREEMENTShare Purchase Agreement • April 30th, 2019 • Fanhua Inc. • Insurance agents, brokers & service • New York
This Share Purchase Agreement (this “Agreement”), dated as of January 20, 2019 is by and between Treasure Chariot Limited, a company organized under the laws of British Virgin Islands (the “Purchaser”), representing employees of Fanhua Inc, and Fanhua Inc., a company organized under the laws of the Cayman Islands (the “Company”). The Purchaser and the Company are sometimes herein referred to each as a “Party,” and collectively as the “Parties.”
FORM OF EMPLOYMENT AGREEMENTEmployment Agreement • October 10th, 2007 • Cninsure Inc.
This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of (the “Effective Date”) by and between CNinsure Inc., a company incorporated and existing under the laws of the Cayman Islands (the “Company”) and , an individual (the “Executive”). Except with respect to the direct employment of the Executive by the Company, the term “Company” as used herein with respect to all obligations of the Executive hereunder shall be deemed to include the Company and all of its subsidiaries and affiliated entities (collectively, the “Group”).
EXCLUSIVE PURCHASE OPTION AGREEMENTExclusive Purchase Option Agreement • April 24th, 2015 • Cninsure Inc. • Insurance agents, brokers & service
THIS EXCLUSIVE PURCHASE OPTION AGREEMENT (hereinafter “this Agreement”) is entered into by the following Parties in Shenzhen as of April 2, 2014:
LOAN AGREEMENTLoan Agreement • April 24th, 2015 • Cninsure Inc. • Insurance agents, brokers & service
SECURITIES EXCHANGE AGREEMENT by and among Puyi Inc. and Dated as of December 27, 2023Securities Exchange Agreement • December 27th, 2023 • Fanhua Inc. • Insurance agents, brokers & service • New York
This SECURITIES EXCHANGE AGREEMENT, dated as of December 27, 2023 (this “Agreement”), is by and among Puyi Inc., a Cayman Islands exempted company (“Puyi”), and certain shareholders of Fanhua Inc., a Cayman Islands exempted company (“Fanhua”), as set forth in Schedule I to this Agreement (together, the “Fanhua Parties”). Puyi, and each of the Fanhua Parties are referred to in this Agreement collectively as the “Parties” and individually as a “Party.”
EQUITY PLEDGE AGREEMENTEquity Pledge Agreement • April 24th, 2015 • Cninsure Inc. • Insurance agents, brokers & service
THIS EQUITY PLEDGE AGREEMENT (hereinafter “this Agreement”) is entered into in Shenzhen as of April 2, 2014 by the following parties:
Share Transfer AgreementShare Transfer Agreement • April 29th, 2024 • Fanhua Inc. • Insurance agents, brokers & service
This Share Transfer Agreement (hereinafter referred to as "this Agreement") is entered into between the following parties on December 22, 2023 in Chengdu, Sichuan Province, China
LOAN AGREEMENTLoan Agreement • May 4th, 2011 • Cninsure Inc. • Insurance agents, brokers & service
Party A: Ying Si Kang Information Technology (Shenzhen) Co., Ltd. Address: Rom 2108-2110-35, Jiahe Huaqiang Building, Shennan Road, Futian District, Shenzhen
Fanhua Inc. (Nasdaq:FANH) Formal Framework AgreementFormal Framework Agreement • April 29th, 2024 • Fanhua Inc. • Insurance agents, brokers & service • Hong Kong
(Mr. Hu Yinan is the ultimate beneficial owner of Fanhua Inc. (Nasdaq: FANH), Puyi Inc (Nasdaq: PUYI), two publicly-listed companies in the Unite States. As Part B1 and Party B2 to this Agreement have the same ultimate beneficial owner, Party B1 and Party B2 are herein collectively referred to as Party B.)
CONSORTIUM AGREEMENT among YINAN HU KINGSFORD RESOURCES LIMITED CDH INSERVICE LIMITED and TPG ASIA V MU, INC. Dated as of May 14, 2011Consortium Agreement • May 16th, 2011 • Cninsure Inc. • Insurance agents, brokers & service • New York
THIS CONSORTIUM AGREEMENT is made as of May 14, 2011, among Yinan Hu (the “Founder”), Kingsford Resources Limited, a company incorporated under the laws of the British Virgin Islands (the “Founder Vehicle”, and together with the Founder, the “Founder Parties”), CDH Inservice Limited, a company incorporated under the laws of the British Virgin Islands (the “Existing Investor”), and TPG Asia V MU, Inc., a company incorporated under the laws of Mauritius (the “Sponsor”). Each of the Founder Parties (taken as a whole), the Existing Investor and the Sponsor is referred to herein as a “Party” and collectively, the “Parties”.
FORM OF TRADEMARK LICENSE AGREEMENTTrademark License Agreement • October 10th, 2007 • Cninsure Inc.
EQUITY PLEDGE AGREEMENTEquity Pledge Agreement • May 4th, 2011 • Cninsure Inc. • Insurance agents, brokers & service
THIS EQUITY PLEDGE AGREEMENT (hereinafter “this Agreement”) is entered into in Shenzhen as of December 3, 2010 by the following parties:
Put Option Agreement among Hu Yinan and APOLLO & MUSE HOLDING LIMITED and WANG STRATEGIC CAPITAL PARTNERS (II) LIMITED and HARBOR PACIFIC CAPITAL PARTNERS I, LP 29th OCTOBER 2010Put Option Agreement • May 4th, 2011 • Cninsure Inc. • Insurance agents, brokers & service • Hong Kong
EXCLUSIVE PURCHASE OPTION AGREEMENTExclusive Purchase Option Agreement • May 4th, 2011 • Cninsure Inc. • Insurance agents, brokers & service
THIS EXCLUSIVE PURCHASE OPTION AGREEMENT (hereinafter “this Agreement”) is entered into by the following Parties in Shenzhen as of December 3, 2010:
EQUITY PLEDGE AGREEMENTEquity Pledge Agreement • April 29th, 2014 • Cninsure Inc. • Insurance agents, brokers & service
THIS EQUITY PLEDGE AGREEMENT (hereinafter “this Agreement”) is entered into in Shenzhen as of April 18, 2011 by the following parties:
ContractTermination Agreement • September 15th, 2011 • Cninsure Inc. • Insurance agents, brokers & service • New York
THIS TERMINATION AGREEMENT (this “Agreement”) is made as of September 15, 2011, among Yinan Hu (the “Founder”), Kingsford Resources Limited, a company incorporated under the laws of the British Virgin Islands (the “Founder Vehicle”, and together with the Founder, the “Founder Parties”), CDH Inservice Limited, a company incorporated under the laws of the British Virgin Islands (the “Existing Investor”), and TPG Asia V MU, Inc., a company incorporated under the laws of Mauritius (the “Sponsor”). Each of the Founder Parties (taken as a whole), the Existing Investor and the Sponsor is referred to herein as a “Party” and collectively, the “Parties”.
FORM OF CONSULTING AND SERVICE AGREEMENTConsulting and Service Agreement • May 4th, 2011 • Cninsure Inc. • Insurance agents, brokers & service
THIS CONSULTING AND SERVICE AGREEMENT (hereinafter referred to as “this Agreement”) is entered into in on by and between the following two parties:
REGISTRATION RIGHTS AGREEMENT between CNINSURE INC. and THE INVESTORS NAMED HEREIN October 10, 2007Registration Rights Agreement • October 18th, 2007 • Cninsure Inc. • Insurance agents, brokers & service • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of October 10, 2007, among CNinsure Inc., an exempted company incorporated in the Cayman Islands (the “Company”), and the investors listed on the signature pages hereto (collectively, the “Investors”). The Company and the Investors are referred to herein as “Parties” collectively and a “Party” individually.
Supplemental Agreement to Share Transfer Agreement by and between Guangdong Meidiya Investment Co., Ltd. and Beijing Min Si Lian Hua Investment Management Co., Ltd. Regarding Beijing Fanhua Datong Investment Management Co., Ltd.Share Transfer Agreement • May 4th, 2011 • Cninsure Inc. • Insurance agents, brokers & service
This Supplemental Agreement to the Share Transfer Agreement (“this Agreement”) is made by the following parties in Beijing on March 24, 2011.
SUPPLEMENTARY AGREEMENTSupplementary Agreement • April 30th, 2019 • Fanhua Inc. • Insurance agents, brokers & service
Party B: Fanhua Employees Holdings Limited, a limited liability company organized under the laws of British Virgin Islands.
Joint Filing AgreementJoint Filing Agreement • January 13th, 2009 • Cninsure Inc. • Insurance agents, brokers & service
In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Ordinary Shares, par value $0.001 per share, of CNinsure Inc., a Cayman Islands exempted company, and that this Agreement may be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
EXHIBIT A: Joint Filing AgreementJoint Filing Agreement • October 28th, 2010 • Cninsure Inc. • Insurance agents, brokers & service
In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the Ordinary Shares, par value $0.0001 per share, of CNinsure Inc., a Cayman Islands exempted company, and that this Agreement may be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
SUPPLEMENTARY AGREEMENTSupplementary Agreement • April 30th, 2019 • Fanhua Inc. • Insurance agents, brokers & service
Party B: Fanhua Employees Holdings Limited, a limited liability company organized under the laws of British Virgin Islands.
AGREEMENT AND PLAN OF REORGANIZATION FOR TRANSFER OF THE ENTIRE ISSUED SHARE CAPITAL IN CISG HOLDINGS LTD. IN EXCHANGE FOR SHARES OF CNINSURE INC.Agreement and Plan of Reorganization • October 10th, 2007 • Cninsure Inc. • Hong Kong
FORM OF CREDIT AND LIABILITY TRANSFER AGREEMENTCredit and Liability Transfer Agreement • May 15th, 2009 • Cninsure Inc. • Insurance agents, brokers & service
Party A: [Name of an former shareholder of Sichuan Yihe Investment Co., Ltd. or Guangdong Meidiya Investment Co., Ltd., as applicable] ID No.:
SUPPLEMENTARY AGREEMENTSupplementary Agreement • April 29th, 2014 • Cninsure Inc. • Insurance agents, brokers & service
THIS SUPPLEMENTARY AGREEMENT (“Supplementary Agreement”) is entered into by the following parties in Shenzhen as of March 6, 2013:
SUPPLEMENTARY AGREEMENTSupplementary Agreement • April 29th, 2020 • Fanhua Inc. • Insurance agents, brokers & service
Party C: Fanhua Employees Holding Limited, a limited liability company organized under the laws of British Virgin Islands.
CONSULTING AND SERVICE AGREEMENTConsulting and Service Agreement • June 20th, 2008 • Cninsure Inc. • Insurance agents, brokers & service
THIS CONSULTING AND SERVICE AGREEMENT (hereinafter referred to as “this Agreement”) is entered into in on by and between the following two parties:
Supplementary Agreement ISupplementary Agreement • April 29th, 2024 • Fanhua Inc. • Insurance agents, brokers & service • Hong Kong
(Mr. Hu Yinan is the ultimate beneficial owner of Fanhua Inc. (Nasdaq: FANH), Puyi Inc (Nasdaq: PUYI), two publicly-listed companies in the United States. As Part B1 and Party B2 to this Supplementary Agreement I have the same ultimate beneficial owner, Party B1 and Party B2 are herein collectively referred to as Party B.)
FORM of LOAN AGREEMENTLoan Agreement • April 30th, 2019 • Fanhua Inc. • Insurance agents, brokers & service
Party C: Fanhua Employees Holdings Limited, a limited liability company organized under the laws of British Virgin Islands.
SHARE PURCHASE AND SALE AGREEMENTShare Purchase and Sale Agreement • April 30th, 2019 • Fanhua Inc. • Insurance agents, brokers & service • New York
This Purchase and Sale Agreement (this “Agreement”), dated as of June 14, 2018 (the “Signing Date”), is between Joy Magnificent Limited, a company organized under the laws of British Virgin Islands, representing employees, entrepreneurs, management and certain board directors of the company (the “Purchaser”), and Master Trend Limited, a company organized under the laws of Hong Kong (the “Seller”).
Share Purchase Agreement Between Fanhua Times Insurance Sales & Services Co., Ltd. and Fanhua Insurance Sales Service Group Company Limited SHARE PURCHASE AGREEMENTShare Purchase Agreement • April 20th, 2018 • Fanhua Inc. • Insurance agents, brokers & service
Target Companies: See the list of target companies in Schedule 1. (Hereinafter collectively referred to "Target Companies" )
