UNDERWRITING AGREEMENTUnderwriting Agreement • May 1st, 2018 • HUI YING FINANCIAL HOLDINGS Corp • Mortgage bankers & loan correspondents • New York
The undersigned, Hui Ying Financial Holdings Corporation, a corporation formed under the laws of the State of Nevada (the “Company”), hereby confirms its agreement (this “Agreement”) with The Benchmark Company, LLC (hereinafter the “Representative”) and with the other underwriters named on Schedule 1 hereto 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:
EMPLOYMENT AGREEMENTEmployment Agreement • September 30th, 2016 • Sino Fortune Holding Corp • Retail-food stores • New York
This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of Sep 29th, 2016 (the “Effective Date”), by and between Sino Fortune Holding Corporation, incorporated under the laws of the State of Nevada (the “Company”) and Wei Zheng, 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”).
ContractPrivate Placement Subscription Agreement • October 20th, 2016 • Sino Fortune Holding Corp • Retail-food stores • New York
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 13th, 2016 • Sino Fortune Holding Corp • Retail-food stores • New York
This Share Exchange Agreement (the “Agreement”), is made and entered into as of May 13, 2016, by and among Sino Fortune Corporation, a Nevada cormpany (“Parent”), Benefactum Alliance Holdings Company Limited, a British Virgin Islands company, the (“Company”), and the shareholders of the Company (each a “Shareholder” and collectively the “Shareholders”). Certain other capitalized terms used in this Agreement are defined in Exhibit A attached hereto.
Office Building House Leasing Contract No.: 0022346 Shanghai Mart Office Building Lease Contract No.:0022800 The Lessor (Party A): Shanghai Mart Co., Ltd. Registered address: 2299 West Yan’ an Road, Shanghai, China The leasee (Party B): Ningsheng...Lease Contract • September 30th, 2016 • Sino Fortune Holding Corp • Retail-food stores
According to negotiation, Party A and Party B reached the following lease contract on the matters of Party B renting Party A’s office building:
Exhibit 10.1 LEASE AGREEMENT We have signed the lease agreement on September 14, 2014 with CRISTI MATACHE, Bucharest, Romania, where we have located our machine, on the one hand AND SLAV SERGHEI, represented by Director of Tapioca Corp., on the other...Lease Agreement • December 18th, 2014 • Tapioca Corp
AMENDMENT TO SHARE EXCHANGE AGREEMENTShare Exchange Agreement • September 14th, 2016 • Sino Fortune Holding Corp • Retail-food stores • New York
This AMENDMENT TO SHARE EXCHANGE AGREEMENT (the “Amendment”) is made and entered into as of September 14, 2016 , by and among Sino Fortune Corporation, a Nevada company (“Parent”), Benefactum Alliance Holdings Company Limited, a British Virgin Islands company, the (“Company”), and the shareholders of the Company (each a “Shareholder” and collectively the “Shareholders”). The Parent, the Company and the Shareholders are collectively referred to as the “Parties”. Unless otherwise defined capitalized terms used in this Amendment are defined in the Share Exchange Agreement dated May 13, 2016 between the abovementioned Parties.
Cooperation Agreement Between Benefactum Alliance Business Consultant (Beijing) Co., Ltd. and Yantai Haizhizhou Pawnbroking Co., Ltd.Cooperation Agreement • September 30th, 2016 • Sino Fortune Holding Corp • Retail-food stores
Party A: Benefactum Alliance Business Consultant (Beijing) Co., Ltd. (hereinafter referred to as “Benefactum Alliance Business”)
Benefactum Alliance Business Consultant (Beijing) Co., Ltd. and Qingdao Rongshun Pawn Co., Ltd. Cooperation AgreementCooperation Agreement • September 30th, 2016 • Sino Fortune Holding Corp • Retail-food stores
Benefactum Alliance Business Consultant (Beijing) Co., Ltd. Entrusted Loan Guarantee ContractEntrusted Loan Guarantee Contract • July 12th, 2017 • Sino Fortune Holding Corp • Retail-food stores • Beijing
To guarantee the performance of the debt under the “Main Contract” referenced in Article 1 of this contract, the Guarantor is willing to provide guarantee to the Creditor. The parties have entered into this contract through equal negotiation. Unless otherwise agreed herein, the terms of this contract shall be determined according to the Main Contract.
Entrusted Loan ContractEntrusted Loan Contract • July 12th, 2017 • Sino Fortune Holding Corp • Retail-food stores
For the purpose of the effective use of its own funds or its legally held funds as an institution, the trustor hereby entrusts its own funds or its legally held funds as an institution to the trustee , who will issue entrusted loans to the borrower in accordance with the terms and conditions of this contract.
Cooperation AgreementCooperation Agreement • September 30th, 2016 • Sino Fortune Holding Corp • Retail-food stores
Whereas Party A desires to use risk prevention and control data services from Party B’s Haodai Wang Fengyun risk control platform (namely Internet data services and data product platform, hereinafter referred to as “Party B’s Platform”), both parties have reached the following agreement under the principle of mutual benefit, complementary advantages, equality and common development, through friendly and equal negotiation.
Supplemental AgreementSupplemental Agreement • September 30th, 2016 • Sino Fortune Holding Corp • Retail-food stores
Party A and Party B signed the “China PnR custodian account service agreement” (hereinafter referred to as “Master Agreement”) on December 31, 2014. In order to better perform the master agreement and guarantee the rights and obligations of both parties, based on the principle of equality, mutual benefits and common development, through consultation, both parties hereby sign the supplementary agreement.
Online Promotion Contract (Brand Direct)Online Promotion Contract • September 30th, 2016 • Sino Fortune Holding Corp • Retail-food stores
The parties have entered into the following agreement according to relevant laws and regulations through friendly negotiation, concerning the matter of cooperation, based on the principle of equality and mutual benefit.
Danliuliu Cooperation Agreement Agreement No.: [2016]-01Cooperation Agreement • September 30th, 2016 • Sino Fortune Holding Corp • Retail-food stores
According to friendly negotiation, terms and conditions related to the Attachment of Contract of Danliuliu Advertisement Issuing are agreed as follows:
Confidentiality AgreementConfidentiality Agreement • September 30th, 2016 • Sino Fortune Holding Corp • Retail-food stores
Whereas: Party A and Party B arediscussing the joint development plan and Party A needs to obtain Party B’s relevant business data and information sobased on the principle of mutual beneficiality and joint development, both parties sign the Confidentiality Agreement (the “Agreement”).
Supplemental Agreement on the Cooperation Structure Agreement of Guarantee CompanySupplemental Agreement • September 30th, 2016 • Sino Fortune Holding Corp • Retail-food stores
This Cooperation Structure Agreement is entered by and between Benefactum Alliance Business Consultant (Beijing) Co., Ltd. and Inner Mongolia JINFENGYUAN Financing Guarantee Co., Ltd. on October 30, 2015. Based on the principle of mutual benefits, both parties have entered into the following supplementary agreement on the matters not mentioned in such Cooperation Structure Agreement through friendly negotiation.
Modification Agreement (No.: 0022690)Modification Agreement • September 30th, 2016 • Sino Fortune Holding Corp • Retail-food stores
Party C and Party A has signed the “Lease Contract of Shanghai Mart (No.:0022346)” and “Lease Contract of Shanghai Mart (No.:0022342)”, now the lease contract is changed as follows:
Confidentiality AgreementConfidentiality Agreement • September 30th, 2016 • Sino Fortune Holding Corp • Retail-food stores
Whereas both parties are under negotiation or cooperation and Party A needs to obtain relevant business data and information of Party B, both parties conclude and sign this agreement through friendly negotiation on the principle of mutual benefit and joint development.
Confidential AgreementConfidentiality Agreement • September 30th, 2016 • Sino Fortune Holding Corp • Retail-food stores
Benefactum Alliance Business Consultant (Beijing) Co., Ltd., a company incorporated under the laws of People's Republic of China, with a registered office: Room 1105 and 1106, F10, Building 1, No. 6, Danleng Street, Haidian District, Beijing , Post Code: 100000 (referred to as “Party A”) and Haodai Tianxia Information Technology (Beijing) Co., Ltd., a company incorporated under the laws of People's Republic of China, with a registered office: 48#, F4, Building 17, Yard 30, Shixing Street, Shijingshan District, Beijing, 100041, China, with a contact address: F3, Tower A, Kelin Building, Sibei Avenue 107, Dongcheng District, Beijing, 100007, China (referred to as “Party B.”)
Advertising Services Contract of Youku Tudou (Ruishi)Advertising Services Contract • September 30th, 2016 • Sino Fortune Holding Corp • Retail-food stores
Regarding the matter that Party B sells advertising services of Youku Tudou (Ruishi) to Party A, the following contractual terms have been stipulated between both parties after negotiations.
Shanghai Nami Financial Consulting Co., Ltd. and Benefactum Business Consultant (Beijing) Co., Ltd. Strategic Cooperation Agreement Shanghai, China April, 2016Strategic Cooperation Agreement • September 30th, 2016 • Sino Fortune Holding Corp • Retail-food stores
On the matters of Party A recommending new users (hereinafter referred to as "recommended new user") to Party B’s Huiying Jinfu Service Platform (hereinafter referred to as Huiying Jinfu, the general designation of Benefactum Alliance Business Consultant (Beijing) Co., Ltd. and Huiying Jinfu (www.hyjf.com)), according to friendly negotiation, Party A and Party B reach the following cooperative contents on April 1, 2016 in Changning District, Shanghai:
Trademark Agency AgreementTrademark Agency Agreement • September 30th, 2016 • Sino Fortune Holding Corp • Retail-food stores
Due to business demand, Party A hereby authorizes Party B as the intellectual property agency to undertake the matter of trademark service. Party B shall be obliged to provide Party A with inquiry and suggestions of trademark registration in the early stage, and the whole monitoring of the trademark and maintenance in the later stage for free. In order to define the rights and obligations of both parties, this agreement is concluded through friendly consultation on the basis of equality and free will.
Share Transfer Framework AgreementShare Transfer Framework Agreement • June 20th, 2017 • Sino Fortune Holding Corp • Retail-food stores
This Share Transfer Framework Agreement (“Framework Agreement” or “Agreement”) is entered in Changning District, Shanghai on June 14, 2017 by and among the following parties:
Cooperation Agreement between Benefactum Alliance Business Consultant (Beijing) Co., Ltd. and Qingdao Zhong Ying Assets Management Co., Ltd.Cooperation Agreement • September 30th, 2016 • Sino Fortune Holding Corp • Retail-food stores
FIRST AMENDMENT TO EMPLOYMENT AGREEMENTEmployment Agreement • April 13th, 2017 • Sino Fortune Holding Corp • Retail-food stores
THIS FIRST AMENDMENT TO EMPLOYMENT AGREEMENT (the “Amendment”), is dated as of April 11, 2017 and effective as of September 29, 2016, by and between Sino Fortune Holding Corporation, a Nevada corporation (the “Company”), and Wei Zheng, an individual (the “Executive”). The Company and the Executive are referred to collectively herein as the “Parties.”
Confidential AgreementConfidentiality Agreement • September 30th, 2016 • Sino Fortune Holding Corp • Retail-food stores
Party A and Party B plan to have business cooperation. In the process of cooperation, both Party A and Party may come into contact with the other party’s confidential information. Therefore, under this agreement, the party providing confidential information is regarded as the “Information Disclosing Party”, and the other party is regarded as the “Information Receiving Party”. Among them, the confidential information (hereinafter referred to as “Confidential Information”) refers to the verbal, written or other forms of any business process, data, documents and other similar documents (including trade, technology, science, operation, management, finance, market, business, intellectual property rights and all the other information not publicly known or other sensitive information) acquired through nonpublic channel provided by the information disclosing party to the information receiving party related to the operation and business of the information disclosing party or its affiliates, inc
Supplementary Agreement to the Cooperation Agreement between Benefactum Alliance Business Consultant (Beijing) Co., Ltd. and Guo Zhao Financial Leasing Co., Ltd.Supplementary Agreement • September 30th, 2016 • Sino Fortune Holding Corp • Retail-food stores
Unless otherwise specified, the definition of all terms herein shall be identical to that in the Cooperation Agreement between Benefactum Alliance Business Consultant (Beijing) Co., Ltd. and Guo Zhao Financial Leasing Co., Ltd. (hereinafter referred to as the “Original Agreement”) signed by on April 5, 2015.
PROJECT COOPERATION AGREEMENTProject Cooperation Agreement • September 30th, 2016 • Sino Fortune Holding Corp • Retail-food stores
IN WITNESS WHEREOF, the Agreement is hereby executed by/among Party A, Party B, Party C, and Party D (including Party D1, Party D2 and Party D3) (the parties hereinafter) under the principle of equality, free-will, mutual benefit, and honesty and trustworthiness, through friendly negotiation, on cooperation matters relating to personal loans service hereunder, pursuant to “Contract Law”, “Security Law” and other relevant national laws and regulations, for the purpose of promoting financial innovation, supporting the establishment of credit financing system in China, and resolving the difficulties in financing by micro-credit borrowers.
Cooperation Agreement between Huizhong Business Consultant (Beijing) Co., Ltd. and China Ruidong Sports Technology Development LimitedCooperation Agreement • September 30th, 2016 • Sino Fortune Holding Corp • Retail-food stores
Cooperation Agreement February, 2016Cooperation Agreement • September 30th, 2016 • Sino Fortune Holding Corp • Retail-food stores
To further develop a good cooperative relationship, Party A and Party B, based on the principle of “long-term cooperation, inter-dependency, co-creating value and common development”, reach the following agreement on their cooperation through full negotiation, and promise to strictly comply with each term of the agreement, performing their own obligations.
Cooperation Structure AgreementCooperation Structure Agreement • September 30th, 2016 • Sino Fortune Holding Corp • Retail-food stores
Cooperative Framework AgreementCooperative Framework Agreement • September 30th, 2016 • Sino Fortune Holding Corp • Retail-food stores
AGREEMENT AND PLAN OF MERGER between Sino Fortune Holding Corporation (a Nevada corporation) and Hui Ying Financial Holdings Corporation (a Nevada corporation) Dated as of June 5, 2017 AGREEMENT AND PLAN OF MERGERMerger Agreement • October 31st, 2017 • HUI YING FINANCIAL HOLDINGS Corp • Mortgage bankers & loan correspondents • Nevada
AGREEMENT AND PLAN OF MERGER, dated as of June 5, 2017, between Sino Fortune Holding Corporation, a Nevada corporation (“Parent”), and Hui Ying Financial Holdings Corporation, a Nevada corporation and a direct wholly owned subsidiary of Parent (“Merger Sub”). Parent and Merger Sub are hereinafter collectively referred to as the “Constituent Corporations.”
Confidential AgreementConfidentiality Agreement • September 30th, 2016 • Sino Fortune Holding Corp • Retail-food stores
Party A and Party B plan to carry out business cooperation and may get access to confidential information of each other during the cooperation period. The party providing the confidential information is called the “information discloser” and the opposite party called the “information receiver” under this agreement. Among the others, the confidential information (“confidential information”) refers to any business procedures, data, documents and other similar documents (including commercial, technical, scientific, operational, managerial, financial, business and property right information and other susceptive information, which is provided by the discloser to the receiver, is in connection with the operation and business of the discloser or associated companies thereof, is in oral, written and other forms, is not obtained through a public channel and should not be made public), including but not limited to:
