AMENDED AND RESTATED LIMITED GUARANTEELimited Guarantee • February 26th, 2019 • Zhang Ray Ruiping • Services-auto rental & leasing (no drivers) • New York
LIMITED GUARANTEE, dated as of February 18, 2019 (this “Limited Guarantee”), by L & L Horizon, LLC (the “Guarantor”), in favor of eHi Car Services Limited, an exempted company with limited liability incorporated under the Laws of the Cayman Islands (the “Guaranteed Party”), which amends and restates in its entirety that certain Limited Guarantee, dated as of April 6, 2018 (the “Original Limited Guarantee”), by the Guarantor in favor of the Guaranteed Party.
EQUITY COMMITMENT LETTER April 6, 2018Equity Commitment Letter • April 10th, 2018 • Zhang Ray Ruiping • Services-auto rental & leasing (no drivers) • New York
AGREEMENT AND PLAN OF MERGER among TEAMSPORT PARENT LIMITED,Merger Agreement • April 10th, 2018 • Zhang Ray Ruiping • Services-auto rental & leasing (no drivers) • New York
AGREEMENT AND PLAN OF MERGER, dated as of April 6, 2018 (this “Agreement”), among Teamsport Parent Limited, an exempted company with limited liability incorporated under the Law of the Cayman Islands (“Parent”), Teamsport Bidco Limited, an exempted company with limited liability incorporated under the Law of the Cayman Islands and a wholly-owned Subsidiary of Parent (“Merger Sub”), and eHi Car Services Limited, an exempted company with limited liability incorporated under the Law of the Cayman Islands (the “Company”).
AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER among TEAMSPORT PARENT LIMITED,Agreement and Plan of Merger • February 26th, 2019 • Zhang Ray Ruiping • Services-auto rental & leasing (no drivers) • New York
AMENDED AND RESTATED AGREEMENT AND PLAN OF MERGER (this “Agreement”), dated as of February 18, 2019 (the “Amended Execution Date”), among Teamsport Parent Limited, an exempted company with limited liability incorporated under the Law of the Cayman Islands (“Parent”), Teamsport Bidco Limited, an exempted company with limited liability incorporated under the Law of the Cayman Islands and a wholly-owned Subsidiary of Parent (“Merger Sub”), and eHi Car Services Limited, an exempted company with limited liability incorporated under the Law of the Cayman Islands (the “Company”).
AMENDED AND RESTATED INTERIM INVESTORS AGREEMENTInterim Investors Agreement • February 26th, 2019 • Zhang Ray Ruiping • Services-auto rental & leasing (no drivers) • Hong Kong
This Amended and Restated Interim Investors Agreement (this “Agreement”) is made as of February 18, 2019 by and among MBK Partners Fund IV, L.P. (“MBKP”), The Crawford Group, Inc. (“Crawford Inc.” and, together with MBKP, the “Original Sponsors), Ocean Imagination L.P., a Cayman Islands exempted limited partnership (the “Ocean Sponsor”), and, together with the Original Sponsors and any New Sponsor (as defined below), the “Sponsors”), L & L Horizon, LLC, a Delaware limited liability company (“Horizon”), Ctrip Investment Holding Ltd., a Cayman Islands exempted company (“Ctrip”), CDH Car Rental Service Limited, a British Virgin Islands business company (“CDH Car” and, together with the Ocean Sponsor, “Ocean”, and the Ocean Sponsor, CDH Car and Ctrip, collectively, the “Subsequent Investors”), ICG Holdings 1, LLC, a Delaware limited liability company and a wholly-owned subsidiary of Crawford Inc. (“ICG Holdco 1”), ICG Holdings 2, LLC, a Delaware limited liability company and a wholly-owned
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 5th, 2018 • Zhang Ray Ruiping • Services-auto rental & leasing (no drivers) • New York
SECURITIES PURCHASE AGREEMENT dated as of February 23, 2018 (this “Agreement”) between Tiger Global Mauritius Fund, a Mauritius company limited by shares (the “Seller”), and BPEA Teamsport Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Purchaser”).
CONTRIBUTION AND SUPPORT AGREEMENTContribution and Support Agreement • April 10th, 2018 • Zhang Ray Ruiping • Services-auto rental & leasing (no drivers) • New York
This CONTRIBUTION AND SUPPORT AGREEMENT (this “Agreement”) is entered into as of April 6, 2018 by and among (1) Teamsport Topco Limited, a Cayman Islands exempted company (“Holdco”), (2) Teamsport Midco Limited, a Cayman Islands exempted company and a wholly-owned subsidiary of Holdco (“Midco”), (3) Teamsport Parent Limited, a Cayman Islands exempted company and a wholly-owned subsidiary of Midco (“Parent”), and (4) the shareholders of eHi Car Services Limited, a Cayman Islands exempted company (the “Company”), listed on Schedule A hereto (each, a “Rollover Shareholder” and collectively, the “Rollover Shareholders”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Merger Agreement (as defined below).
INTERIM INVESTORS AGREEMENTInterim Investors Agreement • April 10th, 2018 • Zhang Ray Ruiping • Services-auto rental & leasing (no drivers) • Hong Kong
This Interim Investors Agreement (this “Agreement”) is made as of April 6, 2018 by and among MBK Partners Fund IV, L.P. (“MBKP”), The Baring Asia Private Equity Fund VI, L.P.1 (“Baring LP1”), The Baring Asia Private Equity Fund VI, L.P.2 (“Baring LP2”), The Baring Private Equity Fund VI Co-investment, L.P. (together with Baring LP1 and Baring LP2, the “Baring Funds”), RedStone Capital Management (Cayman) Limited, a Cayman Islands exempted company (“Redstone”), The Crawford Group, Inc. (“Crawford” and, together with MBKP, each Baring Fund, Redstone and any New Sponsor (as defined below), the “Sponsors”), L & L Horizon, LLC, a Delaware limited liability company (“Horizon”), BPEA Teamsport Limited (“BPEA Teamsport” and, together with the Baring Funds, “Baring”), Dongfeng Asset Management Co. Ltd. (“Dongfeng” and, together with Crawford, Horizon, BPEA Teamsport and any New Rollover Shareholder (as defined below) the “Rollover Shareholders” and the Rollover Shareholders and the Sponsors, ea
Assignment AgreementAssignment Agreement • February 26th, 2019 • Zhang Ray Ruiping • Services-auto rental & leasing (no drivers)
This Assignment Agreement (the “Agreement”) is made as of February 18, 2019 (the “Effective Date”), by Ruiping Zhang, an individual who is a citizen of the United States of America (“Mr. Zhang”), and the Ruiping Zhang 2016 Descendants Trust (the “Trust,” and together with Mr. Zhang, the “Parties” and each a “Party”).
AMENDED AND RESTATED CONTRIBUTION AND SUPPORT AGREEMENTContribution and Support Agreement • February 26th, 2019 • Zhang Ray Ruiping • Services-auto rental & leasing (no drivers) • New York
This AMENDED AND RESTATED CONTRIBUTION AND SUPPORT AGREEMENT (this “Agreement”) is entered into as of February 18, 2019 by and among (1) Teamsport Topco Limited, a Cayman Islands exempted company (“Holdco”), (2) Teamsport Midco Limited, a Cayman Islands exempted company and a wholly-owned subsidiary of Holdco (“Midco”), (3) Teamsport Parent Limited, a Cayman Islands exempted company and a wholly-owned subsidiary of Midco (“Parent”), and (4) the shareholders of eHi Car Services Limited, a Cayman Islands exempted company (the “Company”), listed on Schedule A hereto (each, a “Rollover Shareholder” and collectively, the “Rollover Shareholders”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Merger Agreement (as defined below).
Joint Filing AgreementJoint Filing Agreement • March 5th, 2018 • Zhang Ray Ruiping • Services-auto rental & leasing (no drivers)
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 13D referred to below) on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to (i) the Class A common shares, par value US$0.001 each; (ii) Class B common shares, par value US$0.001 each and (iii) American Depositary Shares, each representing two Class A common shares, of eHi Car Services Limited, a Cayman Islands 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.
