JERASH HOLDINGS (US), INC. UNDERWRITING AGREEMENTUnderwriting Agreement • March 21st, 2018 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
Jerash Holdings (US), Inc., a corporation organized and existing under the laws of State of Delaware (the “Company”), proposes to issue and sell to the purchasers, pursuant to the terms and conditions of this Underwriting Agreement (this “Agreement”) and the Subscription Agreements in the form of Exhibit A attached hereto (the “Subscription Agreement”) entered into with the purchasers identified therein (each a “Purchaser” and collectively, the “Purchasers”), a minimum amount (the “Minimum Amount”) of 715,000 shares of common stock, par value $0.001 per share (the “Common Stock”), of the Company up to a maximum amount (the “Maximum Amount”) of 1,430,000 shares of Common Stock (the “Securities”) pursuant to a Registration Statement on Form S-1 declared effective by the United States Securities and Exchange Commission (the “Commission”). The Company hereby confirms its agreement with Network 1 Financial Securities, Inc. (“Network 1” or the “Underwriter”) concerning the purchase and sale
1,400,000 Shares1 Jerash Holdings (US), Inc. Common Stock, par value $0.001 per share UNDERWRITING AGREEMENTUnderwriting Agreement • October 4th, 2021 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
Jerash Holdings (US), Inc., a Delaware corporation (the “Company”), and Merlotte Enterprise Limited (the “Selling Stockholder”) propose to sell, acting severally and not jointly, to the several underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of 1,400,000 shares (the “Firm Shares”) of Common Stock, par value $0.001 per share (the “Common Stock”), of the Company. The Company and the Selling Stockholder, acting severally and not jointly, have also granted to the Underwriters an option to purchase up to 210,000 additional shares of Common Stock on the terms and for the purposes set forth in Section 3 hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased pursuant to this Underwriting Agreement (this “Agreement”) are herein collectively called the “Securities.” The aggregate number of Firm Shares that the Company and the Selling Stockholder are each selling is listed in Schedules I and II hereto.
Form of Underwriter’s Warrant AgreementUnderwriter’s Warrant Agreement • March 9th, 2018 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
THIS PURCHASE WARRANT IS NOT EXERCISABLE PRIOR TO [*] [DATE THAT IS SIX MONTHS FROM THE CLOSING DATE OF THE OFFERING]. VOID AFTER 5:00 P.M., EASTERN TIME, [*] [DATE THAT IS FIFTH ANNIVERSARY OF EFFECTIVE DATE]
ESCROW AGREEMENT (PUBLIC OFFERING)Escrow Agreement • March 5th, 2018 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
THIS AGREEMENT (this “Agreement”) is made this March__, 2018 by and among Jerash Holdings (US), Inc. (the “Issuer”) and the Underwriter whose name and address appears on the Information Sheet (as defined herein) attached to this Agreement and Continental Stock Transfer & Trust Company, 1 State Street, 30th Floor, New York, New York 10004 (the “Escrow Agent”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • June 15th, 2020 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl • Delaware
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made and entered into as of , 20 between Jerash Holdings (US), Inc., a Delaware corporation (the “Company”), and , an individual (“Indemnitee”). This Agreement supersedes and replaces any and all previous agreements between the Company and Indemnitee covering the subject matter of this Agreement.
Unified Employment Agreement for Expatriate Workers in the Textile, Garment and Clothing IndustryUnified Employment Agreement for Expatriate Workers • June 29th, 2020 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl
Both parties hereby agreed that the Second Party (hereinafter referred to as the “Employee”) will be employed by the First Party (hereinafter referred to the “Employer”), under the supervision and management of the First Party in return for a wage and in accordance with the following terms and conditions:
JERASH HOLDINGS (US), INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 27th, 2017 • Jerash Holdings (US), Inc.
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 15, 2017, is made and entered into by and between Jerash Holdings (US), Inc., a Delaware corporation (the “Company”), and each of the purchasers set forth on the signature pages hereto (the “Purchasers”).
THIS AGREEMENT is made on the 26th day of February, 2021 BETWEEN:-Lease Agreement • June 23rd, 2021 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl
Network 1 Financial Securities, Inc. Galleria, Penthouse Red Bank, NJ 07701 Ladies and Gentlemen:Lock-Up Agreement • March 5th, 2018 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl
This Lock-Up Agreement (this “Agreement”) is being delivered to Network 1 Financial Securities, Inc. (“Network 1”) in connection with the proposed Underwriting Agreement (the “Underwriting Agreement”) between Jerash Holdings (US), Inc., a Delaware corporation (the “Company”), and Network 1, as underwriter (the “Underwriter”), and the other parties thereto (if any), relating to the proposed initial public offering (the “Offering”) of shares of common stock, par value $0.001 per share (the “Common Stock ”), of the Company.
SALE AGREEMENT Between:-Sale Agreement • September 29th, 2017 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl
First Party Jerash Garments & Fashions Manufacturing Co. Ltd. A duly registered company at the Companies Controller under number 6434 and conducting its business in Jordan, hereinafter referred to as the “Seller”.
CONSULTING AGREEMENTConsulting Agreement • January 18th, 2018 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl • Hong Kong
This Consulting Agreement (the “Agreement”) is made as of January 16, 2018, between Treasure Success International Limited, a limited company incorporated in Hong Kong, with a company number 2398596 and its registered office at 19/F, Ford Glory Plaza, 37-39, Wing Hong Street, Cheung Sha Wan, Kowloon, Hong Kong and Multi-Glory Corporation Ltd., a limited liability company created and existing under the laws of Hong Kong with and address at 19/F, Ford Glory Plaza, 37-39, Wing Hong Street, Cheung Sha Wan, Kowloon, Hong Kong (“Consultant”) (Company and Consultant are each a “Party” and collectively the “Parties”).
EQUITY CONTRIBUTION AGREEMENTEquity Contribution Agreement • June 27th, 2017 • Jerash Holdings (US), Inc. • New York
This EQUITY CONTRIBUTION AGREEMENT (this “Agreement”) is made and entered into as of May 11, 2017, by and among (i) Jerash Holdings (US), Inc., a Delaware corporation (“Jerash”), (ii) Merlotte Enterprises Limited, Lee Kian Tjiauw and Ng Tsze Lun (collectively, the “Transferors”), (iii) Maxim Partners LLC, Dayspring Capital LLC, HSE Capital Partners, LLC (“HSE Capital”), GH Global Enterprises, LLC and Asset Intelligence Limited (collectively, the “Sellers”), and (iv) solely with respect to Section 6.6 hereof, Choi Lin Hung.
Commercial Banking - GTRF Receivables Finance Division (CARM 180525, 180124 & CM 180530, 180209) CONFIDENTIAL THE DIRECTORS TREASURE SUCCESS INTERNATIONAL LIMITED JERASH GARMENTS AND FASHIONS Manufacturing company limited 19/F FORD GLORY PLAZAInvoice Discounting / Factoring Agreement • June 28th, 2019 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • October 10th, 2017 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of May 15, 2017, is by and between Jerash Holdings (US), Inc., a Delaware corporation (the “Company”), Lee Kian Tjiauw, an individual (the “Selling Stockholder”), and the undersigned purchasers (each, a “Purchaser” and, collectively, the “Purchasers”).
JERASH HOLDINGS (US), INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 10th, 2017 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 15, 2017, is made and entered into by and between Jerash Holdings (US), Inc., a Delaware corporation (the “Company”), and each of the purchasers set forth on the signature pages hereto (the “Purchasers”).
Factory Lease ContractFactory Lease Contract • June 23rd, 2021 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl
Both Party A and Party B, in line with the principle of equality, integrity, mutual benefit for Party A to lease Party B certain factory area (the “Lease”) and after discussion, agree to enter into this Contract.
CONSULTING AGREEMENTConsulting Agreement • June 27th, 2017 • Jerash Holdings (US), Inc. • New York
This Consulting Agreement (the “Agreement”) is made as of May 26, 2017 (the “Effective Date”) between Jerash Holdings (US) Inc., with an address of 19/F, Ford Glory Plaza, 37-39 Wing Hong Street, Cheung Sha Wan, Kowloon, Hong Kong (“Company”), and LogiCore Strategies, LLC, a limited liability company created and existing under the laws of New York with and address at 8481 Big Cone Path, Liverpool, NY 13090 (“Consultant”) (Company and Consultant are each a “Party” and collectively the “Parties”).
LAND SALE AGREEMENTLand Sale Agreement • August 6th, 2019 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl
FIRST PARTY: SPECIALIZED INVESTMENT COMPOUNDS CO. PLC, Represented by Mr. Saed A1-Hyasat / Chairman & Mr. Eyad Adnan Alkharouf Address: A1 Tajamouat Industrial City. P. O. Box 1 Amman 11636 Jordan Tel: 4027525 Fax: 4027535. Institution National No. 200022118.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • June 27th, 2017 • Jerash Holdings (US), Inc. • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of May 15, 2017, is by and between Jerash Holdings (US), Inc., a Delaware corporation (the “Company”), Lee Kian Tjiauw, an individual (the “Selling Stockholder”), and the undersigned purchasers (each, a “Purchaser” and, collectively, the “Purchasers”).
JOINT VENTURE and SHAREHOLDER’S AGREEMENTShareholder Agreement • October 12th, 2023 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl • Hong Kong
Dated the 22nd day of June 2022 WONG BING LUN (黃炳倫) & CHOW LAI MING (周麗明) (“the Sellers”) And WONG BING LUN (黃炳倫) & CHOW LAI MING (周麗明) (“the Guarantor”) and TREASURE SUCCESS INTERNATIONAL LIMITED (“the Purchaser”) AGREEMENT relating to the sale and...Share Purchase Agreement • June 27th, 2022 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl • Hong Kong
JERASH HOLDINGS (US), INC. REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 29th, 2017 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 15, 2017, is made and entered into by and between Jerash Holdings (US), Inc., a Delaware corporation (the “Company”), and each of the purchasers set forth on the signature pages hereto (the “Purchasers”).
EMPLOYMENT AGREEMENTEmployment Agreement • December 2nd, 2019 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
This Employment Agreement (this “Agreement”) is made as of November 27, 2019 (the “Effective Date”) between Jerash Holdings (US), Inc., with an address of 260 East Main Street, Suite 2706, Rochester, New York 14604 USA (“Company”), and Gilbert Lee, with an address at *** (“Employee”) (Company and Employee are each a “Party” and collectively the “Parties”).
Commercial Banking - GP4 Major 1 (CARM 170310 / 170524 & CM 170328)Banking Facilities Agreement • June 27th, 2017 • Jerash Holdings (US), Inc. • Hong Kong
Dissolution of AgreementSale Agreement • September 29th, 2017 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl
With reference to the Sale Agreement of Machinery Equipment, Motor Vehicles, Software and Immovable Property at Al Tajamouat Industrial City plot number 1340 parcel 3 of AlRakim city at the South Amman Land entered into by Jerash Garments & fashions manufacturing Company L.L. as the Seller and Victory Apparel Jordan Garments Manufacturing Company L.L. as the buyer, according to article 241 of Jordan’s Civil Code, the contracting Parties hereby mutually and amiably consent to dissolve the said Agreement as of 30 Jun June 2016 with no further financial and /or any other obligations whatsoever.
Employment AGREEMENTEmployment Agreement • September 19th, 2018 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
This Employment Agreement (the “Agreement”) is made as of August 3, 2018 (the “Effective Date”) between Jerash Holdings (US) Inc., with an address of Jerash Holdings (US), Inc. 147 W. 35th Street, Room #1603 New York, New York 10001 (“Company”), and Karl Brenza with and address at 112B Nottingham Road, Bedford Hills, NY 10507 who shall become an employee of the Company (“Employee”) (Company and Employee are each a “Party” and collectively the “Parties”).
EMPLOYMENT AGREEMENTEmployment Agreement • November 13th, 2018 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
This Employment Agreement (the “Agreement”) is made as of August 3, 2018 (the “Effective Date”) between Jerash Holdings (US), Inc., with an address of 19/F, Ford Glory Plaza, 37-39 Wing Hong Street, Cheung Sha Wan, Kowloon, Hong Kong (“Company”), and Richard J. Shaw with an address at 8481 Big Cone Path, Liverpool, NY 13090 (“Employee”) (Company and Employee are each a “Party” and collectively the “Parties”).
INVOICE DISCOUNTING / FACTORING AGREEMENTInvoice Discounting / Factoring Agreement • September 29th, 2017 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl • Hong Kong
This Invoice Discounting / Factoring Agreement is made on 21 AUG 2017 between The Hongkong and Shanghai Banking Corporation Limited of 1 Queen's Road Central, Hong Kong (the "Bank") and the person whose particulars are set out in the Client Particulars below (the "Client").
Factory Lease AgreementFactory Lease Agreement • August 13th, 2020 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl
JERASH HOLDINGS (US), INC. SUBSCRIPTION AGREEMENTSubscription Agreement • March 5th, 2018 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl • New York
This Subscription Agreement (this “Subscription Agreement”) is dated _____________ ___, 2018, by and between the undersigned identified on the Signature Page hereto (the “Investor”) and Jerash Holdings (US), Inc., a Delaware corporation (the “Company”).
Dissolution of AgreementSale Agreement • August 21st, 2017 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl
With reference to the Sale Agreement of Machinery Equipment, Motor Vehicles, Software and Immovable Property at Al Tajamouat Industrial City plot number 1340 parcel 3 of AlRakim city at the South Amman Land entered into by Jerash Garments & fashions manufacturing Company L.L. as the Seller and Victory Apparel Jordan Garments Manufacturing Company L.L. as the buyer, according to article 241 of Jordan’s Civil Code, the contracting Parties hereby mutually and amiably consent to dissolve the said Agreement as of 30 Jun June 2016 with no further financial and /or any other obligations whatsoever.
Dated this 20th day of March 2023 JOINT VENTURE and SHAREHOLDER’S AGREEMENTJoint Venture and Shareholder's Agreement • March 21st, 2023 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl • Hong Kong
Commercial Banking - GP4 Major 1 (CARM 180525)Banking Facility Agreement • June 28th, 2019 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl • Hong Kong
CONFIDENTIAL Treasure Success International Limited / Jerash Garments and Fashions Manufacturing Company Limited 19/F Ford Glory Plaza 37-39 Wing Hong Street Cheung Sha Wan Kowloon
Unified Work Contract for Migrant Workers Jordan Garments, Accessories & Textiles Exporters Association Association of Owners of Factories, Workshops and Garments General Trade Union of Workers in Textile, Garment and Clothing IndustryUnified Work Contract for Migrant Workers • June 28th, 2023 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl
The two parties have agreed under this contract that the Second Party (hereinafter referred to as “worker”) shall work for the First Party (hereinafter referred to as “employer”) under the supervision and management of the First Party for a wage in accordance with the following terms and conditions:
AGREEMENT FOR SALE AND PURCHASE CHIU & PARTNERS SOLICITORS 40th Floor Jardine House 1 Connaught Place Tel No.: 2111-3200 Fax No.: 2111-3299 Ref. No.: LC/CSC/CSL/TON/LTL/TLL/190210 Formal-SP (Ford Glory Plaza)Agreement for Sale and Purchase • July 24th, 2019 • Jerash Holdings (US), Inc. • Apparel & other finishd prods of fabrics & similar matl • Hong Kong
