UNDERWRITING AGREEMENT between CLPS INCORPORATION and BENCHMARK COMPANY, LLC as Representative of the Several Underwriters CLPS INCORPORATION UNDERWRITING AGREEMENTUnderwriting Agreement • May 31st, 2018 • CLPS Inc • Services-prepackaged software • New York
The undersigned, CLPS Incorporation., a corporation formed under the laws of Cayman Islands (the “Company”), hereby confirms its agreement (this “Agreement”) with Benchmark Company LLC (hereinafter referred to as “you” (including its correlatives) or 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:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 1st, 2021 • CLPS Inc • Services-prepackaged software • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 28, 2021, between CLPS Incorporation, a Cayman Islands exempt company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
COMMON SHARES PURCHASE WARRANT CLPS INCORPORATIONSecurities Agreement • March 1st, 2021 • CLPS Inc • Services-prepackaged software
THIS COMMON SHARES PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ 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 March 3, 2021 and on or prior to 5:00 p.m. (New York City time) on September 3, 2026 (the “Termination Date”) but not thereafter, to subscribe for and purchase from CLPS Incorporation, a Cayman Islands exempt company (the “Company”), up to [______] Common Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one common share, $0.0001 par value of the Company (“Common Shares”) under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
FORM OF LOCK-UP AGREEMENTLock-Up Agreement • March 1st, 2021 • CLPS Inc • Services-prepackaged software • New York
EMPLOYMENT AGREEMENTEmployment Agreement • October 22nd, 2020 • CLPS Inc • Services-prepackaged software • Hong Kong
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of June 11, 2019 with the effective date of June 11, 2019 (the “Effective Date”), by and between CLPS INCORPORATION, a Cayman Islands corporation (the “Company”) having its principal place of business at c/o 2nd Floor, Building 18, Shanghai Pudong Software Park, 498 Guoshoujin Road, Pudong, Shanghai 201203, People’s Republic of China, and Li Li (“Executive”, and the Company and the Executive collectively referred to herein as the “Parties”).
Rental Contract for Shanghai Pudong Software Park Guo Shoujing ParkRental Contract • October 18th, 2024 • CLPS Inc • Services-prepackaged software
According to Contract Law of the People’s Republic of China and Regulations of Shanghai Municipality on House Leasing, both parties conclude the contract on the basis of equality, voluntariness, fairness, honesty and credibility, for consenting that Party B should lease the house that Party A can lease according to law.
EMPLOYMENT AGREEMENTEmployment Agreement • November 4th, 2019 • CLPS Inc • Services-prepackaged software • Hong Kong
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of November 1, 2019 with the effective date of November 1, 2019 (the “Effective Date”), by and between CLPS INCORPORATION, a Cayman Islands corporation (the “Company”) having its principal place of business at c/o 2nd Floor, Building 18, Shanghai Pudong Software Park, 498 Guoshoujin Road, Pudong, Shanghai 201203, People’s Republic of China, and Yang Rui (“Executive”, and the Company and the Executive collectively referred to herein as the “Parties”).
FORM OF UNDERWRITERS’ WARRANT AGREEMENTUnderwriters' Warrant Agreement • May 18th, 2018 • CLPS Inc • Services-prepackaged software • New York
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING THE EFFECTIVE DATE (DEFINED BELOW) TO ANYONE OTHER THAN (I) THE BENCHMARK COMPANY, LLC OR AN UNDERWRITER OR A SELECTED DEALER IN CONNECTION WITH THE OFFERING, OR (II) A BONA FIDE OFFICER OR PARTNER OF THE BENCHMARK COMPANY, LLC OR OF ANY SUCH UNDERWRITER OR SELECTED DEALER.
ContractCredit Agreement • October 18th, 2024 • CLPS Inc • Services-prepackaged software
Important Notes. Dear customer, in order to safeguard your rights and interests, please read this agreement in its entirety, especially the bolded and highlighted clauses, carefully before signing it. If you have any doubts, please ask us to clarify them promptly. If you are still in doubt or unsure of anything, please consult your lawyer and relevant professionals.
Current Fund Loan Contract (Applicable to 531) Bank of Communications Co., Ltd. Current Fund Loan ContractCurrent Fund Loan Contract • October 22nd, 2020 • CLPS Inc • Services-prepackaged software
Whereas, the borrower applies to the loaner for the line of credit of current fund, both parties hereby enter into this contract through negotiations to clarify the obligations of each party.
Housing lease ContractHousing Lease Contract • October 18th, 2023 • CLPS Inc • Services-prepackaged software
The two parties, A and B, in accordance with the laws and regulations in force in the People’s Republic of China, enter into this contract after friendly consultation regarding the lease of Party A’s premises by Party B.
contract for loans of working capitalLoan Agreement • October 15th, 2021 • CLPS Inc • Services-prepackaged software • Hong Kong
Important tips The borrower is requested to carefully read the full text of this contract, especially the clauses marked with ▲▲. In case of any doubt, please timely submit it to the lender for explanation.
INDEPENDENT DIRECTOR AGREEMENTIndependent Director Agreement • March 27th, 2018 • CLPS Inc • Services-prepackaged software
THIS AGREEMENT (the “Agreement”) is made as of 2018, and is by and between CLPS Incorporation, a Cayman Islands corporation (hereinafter referred to as the “Company”), and __________________ (hereinafter referred to as the “Director”).
Lock-Up AgreementLock-Up Agreement • May 18th, 2018 • CLPS Inc • Services-prepackaged software
China Merchants Bank Co., Ltd. Shanghai Branch Credit Granting AgreementCredit Granting Agreement • October 21st, 2019 • CLPS Inc • Services-prepackaged software
Upon application by Party B, Party A agrees to provide a line of credit (LOC) to Party B. Upon fully consultation, Party A and Party B have reached a consensus in respect of the following terms and conditions in accordance with the relevant laws and regulations, and hereby enter into this agreement.
Current Fund Loan Contract Bank of Communications Co., Ltd.Current Fund Loan Contract • October 18th, 2023 • CLPS Inc • Services-prepackaged software
Important Notes Please read the full text of this contract carefully, especially those articles marked with ▲▲. Please inquire the loaner in case of any question.
ESCROW AGREEMENTEscrow Agreement • May 18th, 2018 • CLPS Inc • Services-prepackaged software • New York
THIS AGREEMENT (this “Agreement”) is made this __________________ by and among CLPS Incorporation, a Cayman Islands company (the “Issuer”), 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”). Capitalized term used herein and not otherwise defined herein shall have the respective meaning set forth in the Underwriting Agreement (as defined below).
INDEPENDENT DIRECTOR AGREEMENTIndependent Director Agreement • June 29th, 2020 • CLPS Inc • Services-prepackaged software
THIS AGREEMENT (the “Agreement”) is made as of July 1, 2020, and is by and between CLPS INCOPORATION, a Cayman Islands corporation (hereinafter referred to as the “Company”), and Zhaohui Feng (hereinafter referred to as the “Director”).
Framework Contract of Subcontracting Technical ServiceFramework Contract of Subcontracting Technical Service • March 27th, 2018 • CLPS Inc • Services-prepackaged software
Party A is a company established and operating under the laws of the People's Republic of China and hereby authorizes Party B to provide Project Services (“Services”) to Party A's clients.
FORM INDEPENDENT DIRECTOR AGREEMENTIndependent Director Agreement • December 8th, 2017 • CLPS Inc • Services-prepackaged software
THIS AGREEMENT (the “Agreement”) is made as of [___], 201[__], and is by and between CLPS INCORPORATION, a Cayman Islands corporation (hereinafter referred to as the “Company”), and (hereinafter referred to as the “Director”).
Contract for Loans of Working CapitalContract for Loans of Working Capital • October 18th, 2024 • CLPS Inc • Services-prepackaged software
Whereas, the borrower applies to the loaner for the line of credit of current fund, both parties hereby enter into this contract through negotiations to clarify the obligations of each party.
Housing lease ContractHousing Lease Contract • October 18th, 2024 • CLPS Inc • Services-prepackaged software
The two parties, A and B, in accordance with the laws and regulations in force in the People’s Republic of China, enter into this contract after friendly consultation regarding the lease of Party A’s premises by Party B.
CONFIDENTIALPlacement Agreement • March 1st, 2021 • CLPS Inc • Services-prepackaged software • New York
Contract for Loans of Working CapitalLoan Agreement • October 18th, 2024 • CLPS Inc • Services-prepackaged software
Whereas, the borrower applies to the loaner for the line of credit of current fund, both parties hereby enter into this contract through negotiations to clarify the obligations of each party.
Contract for loans of working capital (2021 edition)Contract for Loans of Working Capital • October 18th, 2024 • CLPS Inc • Services-prepackaged software
Special Reminder: This contract is negotiated and concluded by both parties on an equal and voluntary basis in accordance with the law. All terms of the contract represent the true intentions of both parties. In order to safeguard the legitimate rights and interests of the borrower, the lender hereby requests the borrower to pay full attention to all clauses related to the rights and obligations of both parties, especially the bolded parts.
China Merchants Bank Co., Ltd. Shanghai Branch Credit Granting Agreement Credit Granting Agreement （It is applicable to the situation that the working capital loan does not need to sign another loan contract）Credit Granting Agreement • October 22nd, 2020 • CLPS Inc • Services-prepackaged software • Hong Kong
Upon application by Party B, Party A agrees to provide a line of credit (LOC) to Party B. Upon fully consultation, Party A and Party B have reached a consensus in respect of the following terms and conditions in accordance with the relevant laws and regulations, and hereby enter into this agreement.
CN11095286399-230412-CLPS GZ-FTGAccounts Receivable Financing Agreement • October 18th, 2024 • CLPS Inc • Services-prepackaged software
This letter of credit refers to the credit letter referred to in the accounts receivable financing agreement signed between your company and our bank. The terms used in this letter of credit should have the same meaning as those used in the accounts receivable financing agreement.
SERVICE AGREEMENT for the provision of contracting services toService Agreement • January 19th, 2018 • CLPS Inc • Services-prepackaged software
INDEPENDENT DIRECTOR AGREEMENTIndependent Director Agreement • September 26th, 2019 • CLPS Inc • Services-prepackaged software
THIS AGREEMENT (the “Agreement”) is made as of 2019, and is by and between CLPS INCOPORATION, a Cayman Islands corporation (hereinafter referred to as the “Company”), and Kee Chong Seng (hereinafter referred to as the “Director”).
Current Fund Loan ContractCurrent Fund Loan Contract • October 21st, 2019 • CLPS Inc • Services-prepackaged software
Whereas, the borrower applies to the loaner for the line of credit of current fund, both parties hereby enter into this contract through negotiations to clarify the obligations of each party.
