SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 2nd, 2018 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of November 1, 2018, is by and among Farmmi, Inc., an exempted company incorporated under the laws of the Cayman Islands with offices located at No. 307, Tianning Industrial Area, Lishui, Zhejiang Province, People’s Republic of China 323000 (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 2nd, 2018 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November 1, 2018, is by and among Farmmi, Inc., an exempted company incorporated under the laws of the Cayman Islands with offices located at No. 307, Tianning Industrial Area, Lishui, Zhejiang Province, People’s Republic of China 323000 (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”).
FARMMI, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • April 20th, 2021 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies • New York
The undersigned, Farmmi, Inc., a Cayman Islands company limited by shares (collectively with its Subsidiaries (as defined below) the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Aegis Capital Corp. is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
FARMMI, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • May 3rd, 2021 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies • New York
The undersigned, Farmmi, Inc., a Cayman Islands company limited by shares (collectively with its Subsidiaries (as defined below) the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Aegis Capital Corp. is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
REPRESENTATIVE’S WARRANT FARMMI, INC.Warrant Agreement • December 5th, 2017 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies • New York
THIS REPRESENTATIVE’S WARRANT (the “Warrant”) certifies that, for value received, ViewTrade Securities, Inc. or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after the date that is 180 days from the effective date of the Registration Statement (the “Initial Exercise Date”) and on or prior to the close of business on the three (3) year anniversary of the effective date of the Registration Statement (the “Termination Date”) but not thereafter, to subscribe for and purchase from Farmmi, Inc., a Cayman Islands exempted company (the “Company”), up to [●] Ordinary Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
NOTE PURCHASE AGREEMENTNote Purchase Agreement • August 1st, 2024 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies • Utah
THIS NOTE PURCHASE AGREEMENT (this “Agreement”), dated as of July 30, 2024, is entered into by and between Farmmi, Inc., a Cayman Islands company (“Company”), and ATLAS SCIENCES, LLC, a Utah limited liability company, or its successors and/or assigns (“Investor”).
INDEMNIFICATION ESCROW AGREEMENTIndemnification Escrow Agreement • February 6th, 2018 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies • Florida
This INDEMNIFICATION ESCROW AGREEMENT (this “Agreement”) dated as of _______, 2018 is entered into by and among Farmmi, Inc. (the “Company”), ViewTrade Securities, Inc. (the “Underwriter”), and Pearlman Schneider LLP (the “Escrow Agent”).
UNDERWRITING AGREEMENTUnderwriting Agreement • January 9th, 2018 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies • Florida
FARMMI, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • November 15th, 2017 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies • Florida
The undersigned, Farmmi, Inc., a Cayman Islands exempted company (the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, for whom ViewTrade Securities, Inc. is acting as representative (in such capacity, the “Representative,” if there are no underwriters other than the Representative, reference to multiple underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as underwriter, the “Underwriters” and each an “Underwriter”) to issue and sell to the Underwriters an aggregate of [●] ordinary shares, par value $0.001, of the Company (“Shares”). The offering and sale of securities contemplated by this Agreement is referred to herein as the “Offering.”
SHAREHOLDER PLEDGE AGREEMENTShareholder Pledge Agreement • November 9th, 2018 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies • New York
SHAREHOLDER PLEDGE AGREEMENT (this “Agreement”), dated as of November 1, 2018, made by and among FarmNet Limited, a Cayman Islands exempted company (the “Pledgor”), Farmmi, Inc., an exempted company incorporated under the laws of the Cayman Islands with offices located at No. 307, Tianning Industrial Area, Lishui, Zhejiang Province, People’s Republic of China 323000 (the “Company”) and the secured parties listed on the signature pages hereof (collectively, the “Secured Parties” and each, individually, a “Secured Party”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • August 27th, 2024 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August 22, 2024, by and among Farmmi, Inc., a company organized under the laws of the Cayman Islands (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement as being subsidiaries or affiliates of Farmmi, Inc., the “Company”), and the investors listed on the Schedule of Buyers attached hereto (each, a “Buyer” and collectively, the “Buyers”).
EMPLOYMENT AGREEMENTEmployment Agreement • February 5th, 2024 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies
THIS EMPLOYMENT AGREEMENT (“Agreement”) is entered into on February 4, 2024 (the “Effective Date”) by and between Zhimin Lu (“Employee”) and Farmmi, Inc. (“Farmmi”).
Mrs. Yefang Zhang Chief Executive Officer Farmmi, Inc. Fl 1, Building No. 1, 888 Tianning Street, Liandu District Lishui, Zhejiang Province 323000 People’s Republic of China Dear Mrs. Zhang:Placement Agent Agreement • August 27th, 2024 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies • New York
This letter (the “Agreement”) constitutes the agreement between Maxim Group LLC (“Maxim” or the “Placement Agent”) and Farmmi, Inc., a company incorporated under the laws of the Cayman Islands (the “Company”), that Maxim shall serve as the exclusive placement agent for the Company, on a “commercially reasonable efforts” basis, in connection with the proposed registered offering (the “Registered Placement”) of the Company’s ordinary shares, par value $0.20 (the “Ordinary Shares” and such offered Ordinary Shares, the “Shares”) and pre-funded warrants to purchase Ordinary Shares (the “Pre-Funded Warrants”), and concurrent private placement (the “Private Placement” and together with the Registered Placement, the “Placement”) of Series A warrants to purchase Ordinary Shares (the “Series A Warrants”, or the “Common Warrants”, collectively with the Pre-Funded Warrants, the “Warrants,” and the shares issuable upon exercise of the Warrants, the “Warrant Shares” and the Shares, Warrants and Warr
AgreementCooperation Agreement • January 29th, 2021 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies
Party A is an leading agricultural enterprise engaged in professional processing and sales of edible fungus, and Party B is a professional production base (professional cooperatives, family farms and professional plantation larger growers) of edible fungus. In order to guarantee the quality safety of products, practically implement the quality responsibilities of products, and protect the legitimate rights of consumers, the following agreements are reached for cooperation after friendly negotiation based on the reciprocal principle of both parties.
EMPLOYMENT AGREEMENTEmployment Agreement • March 25th, 2022 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies
THIS EMPLOYMENT AGREEMENT (“Agreement”) is entered into this on March [ 22 ], 2022 (the “Effective Date”) by and between Lingge Wu (“Employee”) and Farmmi, Inc., (“Farmmi”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 27th, 2024 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies • New York
SECURITIES PURCHASE AGREEMENT (this “Agreement”), is entered into and made effective as of August 22, 2024, by and among Farmmi, Inc., a company incorporated under the laws of the Cayman Islands (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as defined herein) as being subsidiaries or affiliates of Farmmi, Inc, the “Company”), and the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
Form of Sales AgreementSales Agreement • November 15th, 2017 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies
Equity Pledge AgreementEquity Pledge Agreement • May 20th, 2020 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies
This Equity Pledge Agreement (“This Agreement”) is made and entered into this on December 10, 2019 in Hangzhou, People’s Republic of China (“PRC”).
FORBEARANCE AGREEMENTForbearance Agreement • January 18th, 2024 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies • Utah
This Forbearance Agreement (this “Agreement”) is entered into as of January 12, 2024 by and between Streeterville Capital, LLC, a Utah limited liability company (“Lender”), and Farmmi, Inc., a Cayman Islands company (“Borrower”). Capitalized terms used in this Agreement without definition shall have the meanings given to them in the Note (defined below) or Amendment (defined below).
Exclusive Call Opinion Agreement Among Hangzhou Suyuan Agricultural Technology Co., Ltd. Xinyang Wang And Hangzhou Nongyuan Network Technology Co., Ltd. December 10, 2019 Exclusive Call Opinion AgreementExclusive Call Opinion Agreement • May 20th, 2020 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies
This Exclusive Call Opinion Agreement(“this Agreement”) is made and entered into this on December 10, 2019 in Hangzhou, People’s Republic of China (“PRC”) by and among:
Sales AgreementSales Agreement • November 15th, 2017 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies
Shareholder Voting Right Authorization Agreement Among Zhengyu Wang, Hangzhou Suyuan Agricultural Technology Co., Ltd. And Hangzhou Nongyuan Network Technology Co., Ltd.Shareholder Voting Right Authorization Agreement • November 15th, 2017 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies
This Shareholder Voting Right Authorization Agreement (“this Agreement”) is made and entered into this 18th day of September, 2016 in Hangzhou, People’s Republic of China (“PRC”) by and among:
Pledge Agreement Between Hangzhou Suyuan Agricultural Technology Co., Ltd. And Hangzhou Nongyuan Network Technology Co., Ltd.Pledge Agreement • November 15th, 2017 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies
This Pledge Agreement (“This Agreement”) is made and entered into this 18th day of September, 2016 in Hangzhou, People’s Republic of China (“PRC”).
Share Transfer AgreementShare Transfer Agreement • September 24th, 2024 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies
Lishui Farmmi Technology Co., Ltd. ("the target company") was established in Lishui City, Zhejiang Province on July 6, 2016 with a registered capital of $30.0241 million. Party A hold 100% of the shares of the target company. Party A would like to transfer to Party B, and Party B would like to acquire, all of the shares of the target company held by Party A.
Exclusive Management Consulting and Technology Service Agreement Between Hangzhou Suyuan Agricultural Technology Co., Ltd. And Hangzhou Nongyuan Network Technology Co., Ltd.Exclusive Management Consulting and Technology Service Agreement • November 15th, 2017 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies
This Exclusive Management Consulting and Technology Service Agreement (“This Agreement”) is made and entered into this 18th day of September, 2016 in Hangzhou, People’s Republic of China (“PRC”).
Exclusive Management Consulting and Technology Agreement Between Hangzhou Suyuan Agricultural Technology Co., Ltd. And Hangzhou Nongyuan Network Technology Co., Ltd.Exclusive Management Consulting and Technology Agreement • May 20th, 2020 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies
This Exclusive Management Consulting and Technology Agreement (“This Agreement”) is made and entered into this on December 10, 2019 in Hangzhou, People’s Republic of China (“PRC”).
Summary Translation of Lease AgreementLease Agreement • January 29th, 2021 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies
The house is located in Unit 1804, Dikai Ginza, Jianggan District, Hangzhou City, Zhejiang Province, China ,with an area of 466.35 square meters.
Share Transfer AgreementShare Transfer Agreement • January 26th, 2022 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies
The Share Transfer Agreement (hereinafter referred to as “the Agreement”) was signed by the following parties in Liandu District, Lishui City, Zhejiang Province on September 27, 2021:
Lease AgreementLease Agreement • January 29th, 2021 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies
Non-competition Agreement (translation)Non-Competition Agreement • November 15th, 2017 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies
WHEREAS, both Party A and Party B are actually controlled by the couple of Mr. Zhengyu Wang and Ms. Yefang Zhang and both engage in agricultural products distribution, and Party B is planning to go public in USA, in order to avoid the competition in the same industry, both parties hereby agree as follows:
Investment and Cooperation AgreementInvestment and Cooperation Agreement • June 23rd, 2021 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies
Given the rise of domestic community group purchase, the "last kilometer" of the distribution of fresh food has become an urgent problem for platform operators. As a result, professional distribution services for urban communities emerged in response to the trend and demands. After fully investigating the market, Party A, Party B, and Party C plan to make full use of their respective resources and jointly invest in the establishment of Daliniu Grid Technology Co., Ltd. (Proposed name: hereinafter referred to as "Daliniu" or the "Company"; the final name pending on the approval of the government) to operate the project. "Daliniu" is committed to becoming a comprehensive service provider of community group purchase distribution network. At the same time, the project will eventually be listed on the overseas capital market to realize investment return of all investors.
Non-Competition AgreementNon-Competition Agreement • November 15th, 2017 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies
This Non-Competition Agreement is made and entered into as of June 30, 2017, between Zhengyu Wang (“Party A”) and Yefang Zhang (“Party B”), Tantech Holdings Ltd. (“Tantech”), and Farmmi, Inc. (“Farmmi”). Tantech and Farmmi act as the third-Party beneficiaries to have the right power to enforce this Agreement.
AMENDMENT TO CONVERTIBLE PROMISSORY NOTEConvertible Promissory Note • December 8th, 2023 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies
This Amendment to Convertible Promissory Note (this “Amendment”) is entered into as of November 13, 2023, by and between Streeterville Capital, LLC, a Utah limited liability (“Lender”), and Farmmi, Inc., a Cayman Islands company (“Borrower”). Capitalized terms used in this Amendment without definition shall have the meanings given to them in the Note (as defined below).
Summary Translation Lease Agreement between Zhejiang Tantech Bamboo Technology Co., Ltd. and Zhejiang Forest Food Co., Ltd.Lease Agreement • January 29th, 2021 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies
The building is located in 5th floor, 888 Tianning Street, Liandu District, Lishui City, Zhejiang Province, China, with an area of 1914 square meters.
Share Transfer AgreementShare Transfer Agreement • February 13th, 2023 • Farmmi, Inc. • Canned, fruits, veg, preserves, jams & jellies
The Share Transfer Agreement (hereinafter referred to as "the Agreement") was signed by the following parties in Liandu District, Lishui City, Zhejiang Province on September 30, 2022:
