DEPOSIT AGREEMENT by and among GRIDSUM HOLDING INC. AND CITIBANK, N.A., as Depositary, AND THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES ISSUED HEREUNDER Dated as of [DATE], 2016Deposit Agreement • September 9th, 2016 • Gridsum Holding Inc. • Services-prepackaged software • New York
DEPOSIT AGREEMENT, dated as of [DATE], 2016 by and among (i) GRIDSUM HOLDING INC., a company organized and existing under the laws of the Cayman Islands, and its successors (the “Company”), (ii) CITIBANK, N.A., a national banking association organized under the laws of the United States of America acting in its capacity as depositary, and any successor depositary hereunder (the “Depositary”), and (iii) all Holders and Beneficial Owners of American Depositary Shares issued hereunder (all such capitalized terms as hereinafter defined).
FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • August 26th, 2016 • Gridsum Holding Inc. • Services-prepackaged software • Hong Kong
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of , by and between Gridsum Holding Inc., an exempted company duly incorporated and validly existing under the law of the Cayman Islands (the “Company”), and (the “Indemnitee”), a director/an executive officer of the Company.
DEPOSIT AGREEMENT by and among GRIDSUM HOLDING INC. AND CITIBANK, N.A., as Depositary, AND THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES ISSUED HEREUNDER Dated as of September 28, 2016Deposit Agreement • March 17th, 2017 • Gridsum Holding Inc. • Services-prepackaged software • New York
DEPOSIT AGREEMENT, dated as of September 28, 2016 by and among (i) GRIDSUM HOLDING INC., a company organized and existing under the laws of the Cayman Islands, and its successors (the “Company”), (ii) CITIBANK, N.A., a national banking association organized under the laws of the United States of America acting in its capacity as depositary, and any successor depositary hereunder (the “Depositary”), and (iii) all Holders and Beneficial Owners of American Depositary Shares issued hereunder (all such capitalized terms as hereinafter defined).
AGREEMENT AND PLAN OF MERGER BY AND AMONG GRIDSUM CORPORATION GRIDSUM GROWTH INC. AND GRIDSUM HOLDING INC. Dated as of September 30, 2020Merger Agreement • October 1st, 2020 • Gridsum Holding Inc. • Services-prepackaged software • New York
This AGREEMENT AND PLAN OF MERGER (including the exhibits and disclosure schedules attached hereto, this “Agreement”), dated as of September 30, 2020 by and among Gridsum Corporation, an exempted company incorporated with limited liability under the Laws of the Cayman Islands (“Parent”), Gridsum Growth Inc., an exempted company incorporated with limited liability under the Laws of the Cayman Islands (“Merger Sub”), and Gridsum Holding Inc., an exempted company incorporated with limited liability under the Laws of the Cayman Islands (the “Company”). Each of Parent, Merger Sub and the Company are referred to herein as a “Party” and together as “Parties”.
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 3rd, 2019 • Gridsum Holding Inc. • Services-prepackaged software • Hong Kong
EXCLUSIVE OPTION AGREEMENTExclusive Option Agreement • August 26th, 2016 • Gridsum Holding Inc. • Services-prepackaged software
This Exclusive Option Agreement (this “Agreement”) is entered into in the People’s Republics of China (“PRC”) as of December 22, 2014 by and among the following parties:
FORM OF EMPLOYMENT AGREEMENTEmployment Agreement • August 26th, 2016 • Gridsum Holding Inc. • Services-prepackaged software
This EMPLOYMENT AGREEMENT (this “Agreement”) is entered into as of , 20 by and between Gridsum Holding Inc., an exempted company incorporated and existing under the laws of the Cayman Islands (the “Company”) and , an individual (the “Executive”). 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 direct or indirect subsidiaries and consolidated affiliated entities (collectively, the “Group”, and each, a “Group Company”).
SHAREHOLDERS’ VOTING RIGHTS PROXY AGREEMENTShareholders’ Voting Rights Proxy Agreement • August 26th, 2016 • Gridsum Holding Inc. • Services-prepackaged software
This Shareholders’ Voting Rights Proxy Agreement (the “Agreement”) is entered into in the People’s Republics of China (“PRC”) as of December 22, 2014 by and among the following parties:
Framework Agreement on Joint Establishment of Beijing Guoxin Wangyan Technology Co., Ltd. by and among Beijing Guoxin Xinchuang Investment Co., Ltd. and Beijing Gridsum Technology Co., Ltd. and Guoxinjunhe (Beijing) Technology Co., Ltd. June 2015Framework Agreement • August 26th, 2016 • Gridsum Holding Inc. • Services-prepackaged software
Beijing Guoxin Xinchuang Investment Co., Ltd., a limited liability company legally incorporated and duly existing in accordance with laws of the People’s Republic of China, an enterprise wholly owned by the State Information Center and carrying out investment and financing activities related to new technologies and new products in the field of information technology for and on behalf of the State Information Center, with its registered address at Room 201, No. 58, Sanlihe Road, Xicheng District, Beijing (hereinafter referred to as “Party A” or “Xinchuang”);
Collaboration Agreement on Operation of Beijing Guoxin Wangyan Technology Co., Ltd. by and among Beijing Guoxin Xinchuang Investment Co., Ltd. and Beijing Gridsum Technology Co., Ltd. and Guoxinjunhe (Beijing) Technology Co., Ltd. June 2015Collaboration Agreement • August 26th, 2016 • Gridsum Holding Inc. • Services-prepackaged software
Beijing Guoxin Xinchuang Investment Co., Ltd., a limited liability company legally incorporated and duly existing in accordance with laws of the People’s Republic of China, an enterprise wholly owned by the State Information Center and carrying out investment and financing activities related to new technologies and new products in the field of information technology for and on behalf of the State Information Center with its registered address at Room 201, No. 58, Sanlihe Road, Xicheng District, Beijing (hereinafter referred to as “Party A” or “Xinchuang”);
EXCLUSIVE BUSINESS COOPERATION AGREEMENTExclusive Business Cooperation Agreement • August 26th, 2016 • Gridsum Holding Inc. • Services-prepackaged software
This Exclusive Business Cooperation Agreement (the “Agreement”) is entered into in the People’s Republic of China (“PRC”) as of December 22, 2014 by and between the following parties:
EQUITY PLEDGE AGREEMENTEquity Pledge Agreement • August 26th, 2016 • Gridsum Holding Inc. • Services-prepackaged software
This Equity Pledge Agreement (the “Agreement”) is entered into in the People’s Republic of China (“PRC”) as of December 22, 2014 by and among:
Cooperation Agreement on Operation of Research Center for e-Government By and Between State Information Center and Beijing Gridsum Technology Co., Ltd. March 2012Cooperation Agreement • August 26th, 2016 • Gridsum Holding Inc. • Services-prepackaged software
This Cooperation Agreement (hereinafter referred to as this “Agreement”) was made and entered into on March 16, 2012 by and between the following parties:
EXTENSION AGREEMENTExtension Agreement • March 3rd, 2020 • Gridsum Holding Inc. • Services-prepackaged software • Hong Kong
This Extension Agreement (this “Agreement”), dated March 3, 2020, is entered into by and between Gridsum Holding Inc., a Cayman Islands company (the “Company”), and FutureX Innovation SPC (on behalf of and for the account of New Technology Fund II SP as one of its segregated portfolios), an exempted company incorporated under the laws of the Cayman Islands and registered as a segregated portfolio company (“FutureX”). The Company and FutureX are referred to individually as a “Party” and collectively as the “Parties”. Capitalized terms used and not defined herein have the meanings set forth in the Note (as defined below).
ContractWarrant Agreement • June 3rd, 2019 • Gridsum Holding Inc. • Services-prepackaged software
THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER ANY OTHER SECURITIES LAWS. THIS WARRANT AND THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE SOLD, TRANSFERRED, ASSIGNED, PLEDGED OR HYPOTHECATED EXCEPT PURSUANT TO REGISTRATION UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION THEREFROM.
GRIDSUM HOLDING INC.Underwriting Agreement • September 9th, 2016 • Gridsum Holding Inc. • Services-prepackaged software • New York
The Representatives have also advised the Company that the Underwriters will cause the Company to deposit on their behalf all of the Ordinary Shares to be purchased by them hereunder pursuant to the Deposit Agreement, dated as of [·], 2016 (the “Deposit Agreement”), to be entered into among the Company, Citibank, N.A., as depositary (the “Depositary”) and all holders and beneficial owners from time to time of the ADSs. Upon deposit of any Ordinary Shares, the Depositary will issue the ADSs representing the Ordinary Shares so deposited. The ADSs may be evidenced by American Depositary Receipts (the “ADRs”). Each ADS will represent [·] Ordinary Shares and each ADR may represent any number of ADSs. Unless the context otherwise requires, the terms “Underwritten Securities”, “Option Securities” and “Securities” shall be deemed to refer, respectively, to Underwritten Shares, Option Shares and Shares as well as, in each case, to any ADSs representing such securities and the ADRs evidencing su
SECOND AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENTShareholder Agreement • July 10th, 2015 • Gridsum Holding Inc. • Services-prepackaged software • Hong Kong
THIS SECOND AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENT (this “Agreement”) is entered into on June 30, 2015 (the “Effective Date”), by and among:
CONVERTIBLE NOTE PURCHASE AGREEMENT by and between GRIDSUM HOLDING INC. and FUTUREX INNOVATION SPC (on behalf of and for the account of New Technology Fund II SP as one of its segregated portfolios) Dated April 30, 2018Convertible Note Purchase Agreement • January 7th, 2019 • Gridsum Holding Inc. • Services-prepackaged software • Hong Kong
WHEREAS, the Company desires to issue and sell to the Purchaser, and the Purchaser desires to subscribe for and purchase from the Company, the Note (as defined below) on the terms and subject to the conditions of this Agreement.
SETTLEMENT AGREEMENTSettlement Agreement • October 23rd, 2020 • Gridsum Holding Inc. • Services-prepackaged software • Hong Kong
This Settlement Agreement (this “Agreement”), dated October 22, 2020, is entered into by and among Gridsum Holding Inc., an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Company”), Gridsum Corporation, an exempted company with limited liability incorporated under the laws of the Cayman Islands (“Parent”), Gridsum Growth Inc., an exempted company with limited liability incorporated under the laws of the Cayman Islands that is a wholly owned subsidiary of Parent (“Merger Sub”), Kang Bo Si Nan (Beijing) Technology Co., Ltd. (康博司南（北京）科技有限公司), a company with limited liability incorporated under the laws of the People’s Republic of China (“Sponsor”) and FutureX Innovation SPC (on behalf of and for the account of New Technology Fund II SP as one of its segregated portfolios), an exempted company incorporated under the laws of the Cayman Islands and registered as a segregated portfolio company (“FutureX”). The Company, Parent, Merger Sub, Spons
SECOND AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENTShareholder Agreements • August 26th, 2016 • Gridsum Holding Inc. • Services-prepackaged software • Hong Kong
THIS SECOND AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENT (this “Agreement”) is entered into on June 30, 2015 (the “Effective Date”), by and among:
