AMENDMENT NO. 1 TO THE DEPOSIT AGREEMENTDeposit Agreement • April 26th, 2023 • CooTek(Cayman)Inc. • Services-computer processing & data preparation • New York
THIS AMENDMENT NO. 1 dated as of May 9, 2022 (the “Effective Date”) to the Deposit Agreement, dated as of September 27, 2018, (the “Deposit Agreement”), by and among (i) CooTek (Cayman) Inc., a company incorporated under the laws of the Cayman Islands, with its principal executive office at 10-11F, T2, No.16, Lane 399, Xinlong Road, Minhang District, Shanghai, 201101, the People’s Republic of China and its registered office at the office of Maples Corporate Services Limited, PO Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands (together with its successors, the “Company”), (ii) Deutsche Bank Trust Company Americas, an indirect wholly owned subsidiary of Deutsche Bank AG, acting in its capacity as depositary, with its principal office at 1 Columbus Circle, New York, NY 10019, United States of America (the “Depositary” which term shall include any successor depositary hereunder), and (iii) all Holders and Beneficial Owners of American Depositary Shares evidenced by American D
DEPOSIT AGREEMENTDeposit Agreement • September 19th, 2018 • CooTek(Cayman)Inc. • Services-computer processing & data preparation • New York
DEPOSIT AGREEMENT, dated as of [·], 2018, by and among (i) CooTek (Cayman) Inc., a company incorporated in the Cayman Islands, with its principal executive office at Building 7, No. 2007 Hongmei Road, Xuhui District, Shanghai, 201103, the People’s Republic of China and its registered office at the office of Maples Corporate Services Limited, PO Box 309, Ugland House, Grand Cayman, KY1-1104, Cayman Islands (together with its successors, the “Company”), (ii) Deutsche Bank Trust Company Americas, an indirect wholly owned subsidiary of Deutsche Bank A.G., acting in its capacity as depositary, with its principal office at 60 Wall Street, New York, NY 10005, United States of America (the “Depositary”, which term shall include any successor depositary hereunder) and (iii) all Holders and Beneficial Owners of American Depositary Shares evidenced by American Depositary Receipts issued hereunder (all such capitalized terms as hereinafter defined).
INDEMNIFICATION AGREEMENTIndemnification Agreement • August 16th, 2018 • CooTek(Cayman)Inc. • Services-computer processing & data preparation • New York
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of ____________, 2018 by and between CooTek (Cayman) Inc., an exempted company with limited liability incorporated and existing under the laws of the Cayman Islands (the “Company”), and ([Passport/ID] Number _________________) (the “Indemnitee”).
EMPLOYMENT AGREEMENTEmployment Agreement • August 16th, 2018 • CooTek(Cayman)Inc. • Services-computer processing & data preparation • New York
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of _________, 20___ by and between CooTek (Cayman) Inc., an exempted company incorporated and existing under the laws of the Cayman Islands (the “Company”) and ____________, an individual with _______ [passport/ID number] __________________ (the “Executive”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 19th, 2021 • CooTek(Cayman)Inc. • Services-computer processing & data preparation • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of March 19, 2021, is between COOTEK (CAYMAN) INC., a company incorporated under the laws of the Cayman Islands, with principal executive offices located at 9-11 Floors, No.16, Lane 399, Xinlong Road, Minhang District, Shanghai 201101, Peoples Republic of China (the “Company”), and the investor listed on the Schedule of Buyers attached hereto (the “Buyer”).
Audience Network TermsAudience Network Terms • August 16th, 2018 • CooTek(Cayman)Inc. • Services-computer processing & data preparation
These Audience Network Terms (“Audience Network Terms”) are made and entered into by and between Facebook, Inc. and Facebook Ireland Limited (“FB”) and the person or entity accepting these Audience Network Terms (“Publisher”). These Audience Network Terms are deemed accepted and agreed to by Publisher on the date that Publisher indicates its assent to these Audience Network Terms by clicking “agree” or “ accept” (the “Effective Date”). If you are accepting on behalf of a legal entity, you represent and warrant that you are an authorized representative of such entity with the authority to bind it to these Audience Network Terms.
Exclusive Business Cooperation AgreementExclusive Business Cooperation Agreement • April 20th, 2020 • CooTek(Cayman)Inc. • Services-computer processing & data preparation
This Exclusive Business Cooperation Agreement (“this Agreement”) is made and entered into by and between the following Parties on [Execution Date] in Shanghai, the People’s Republic of China (“China” or “PRC”):
SERIES D-1 PREFERRED SHARE PURCHASE AGREEMENTShare Purchase Agreement • August 16th, 2018 • CooTek(Cayman)Inc. • Services-computer processing & data preparation • Hong Kong
Each of the Company, HK Subsidiary, the Offshore Subsidiaries, the PRC Subsidiaries, the Founders, the Founder Holdcos, Haiyan’s Holdco, Zhu, Qualcomm and the Investor is referred to herein individually as a “Party” and collectively as the “Parties.”
Loan AgreementLoan Agreement • August 16th, 2018 • CooTek(Cayman)Inc. • Services-computer processing & data preparation
This Loan Agreement (“this Agreement”) is made and entered into by and between the parties below as of August 6, 2012 in Shanghai, the People’s Republic of China (“China”):
Amended and Restated Exclusive Option AgreementExclusive Option Agreement • June 21st, 2018 • CooTek(Cayman)Inc. • Services-computer processing & data preparation
This Amended and Restated Exclusive Option Agreement (“this Agreement”) is executed by and among the Parties below as of October 30, 2012, in Shanghai, the People’s Republic of China (“China”):
Spousal ConsentSpousal Consent • August 16th, 2018 • CooTek(Cayman)Inc. • Services-computer processing & data preparation
The undersigned, People’s Republic of China (“China” or the “PRC”) citizen with PRC Identification Card No.: , is the lawful spouse of , a PRC citizen with PRC Identification Card No.: . I hereby agree to the execution of the Loan Agreement entered into with Shanghai Chu Le Information Technology Co., Ltd. (the “WFOE”) by on August 6, 2012, and the following documents (together with Loan Agreement, the “Transaction Documents”) by on October 30, 2012, and the disposal of the equity interests of Shanghai Chu Bao Information Technology Co., Ltd. (“Target Company”) held by and registered in his name according to the following documents:
COOTEK (CAYMAN) INC. FIFTH AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENT DATED AS OF JANUARY 10, 2017Shareholder Agreements • June 21st, 2018 • CooTek(Cayman)Inc. • Services-computer processing & data preparation • Hong Kong
Each of the Company, the Founders, the Founder Holdcos, Haiyan’s Holdco, the HK Subsidiary, the Offshore Subsidiaries, the PRC Subsidiaries, Zhu, the Series A Investors, the Series B Investors, the Series B-1 Investors, the Series C Investors, the Series D Investors and the Series D-1 Investor shall be referred to individually as a “Party” and collectively as the “Parties”.
RE: Convertible Note issued by the Company to YA II issued March 19, 2021 (the “Note”) pursuant to that certain Securities Purchase Agreement entered into between the Company and YA II on March 19, 20201 (the “SPA”).Convertible Note • November 1st, 2021 • CooTek(Cayman)Inc. • Services-computer processing & data preparation • New York
This letter shall set forth the written agreement of the Company and YA II regarding the matters set forth herein. On the date hereof, the parties desire to amend the Note by issuing an amended and restated version of the Note (the “Amended Note”) in the form of Exhibit I attached hereto to make the modifications to the Note as shown on Exhibit II attached hereto. In furtherance of the foregoing, on the date hereof, the Company shall execute and deliver to YA II the Amended Note, which upon its issuance shall amend, replace, and supersede the Note solely with respect to the principal amount thereunder outstanding as of the date hereof. Capitalized terms used herein, but not otherwise defined herein, shall have the meaning ascribed to them under the SPA.
STANDBY EQUITY DISTRIBUTION AGREEMENTStandby Equity Distribution Agreement • January 25th, 2021 • CooTek(Cayman)Inc. • Services-computer processing & data preparation • New York
THIS STANDBY EQUITY DISTRIBUTION AGREEMENT dated as of January 25, 2021 (this “Agreement”) is made by and between YA II PN, LTD., a Cayman Islands exempt limited partnership (the “Investor”), and COOTEK (CAYMAN) INC., a company incorporated under the laws of the Cayman Islands, with principal executive offices located at 9-11 Floors, No.16, Lane 399, Xinlong Road, Minhang District, Shanghai 201101, Peoples Republic of China (the “Company”).
DFP Small Business online standard Terms & Conditions PLEASE READ THESE TERMS AND CONDITIONS BEFORE REGISTERING FOR THE DFP SMALL BUSINESS ONLINE PROGRAM. PARTICIPATION IN THE DFP SMALL BUSINESS ONLINE PROGRAM INDICATES THAT YOU ACCEPT THESE TERMS AND...DFP Small Business Terms and Conditions • June 21st, 2018 • CooTek(Cayman)Inc. • Services-computer processing & data preparation
This agreement (“Agreement”) between You and Google Inc. (“Google”) constitutes the DFP Small Business program (the “Program”) standard terms and conditions. “You” or “Your” means any entity identified in an enrollment form submitted by the same or affiliated persons, and/or any agency, network or other third party that You have granted access to Your account and/or Your Program Data (as defined below), which will also be bound by the terms and conditions of this Agreement.
Amended and Restated Equity Interest Pledge AgreementEquity Interest Pledge Agreement • June 21st, 2018 • CooTek(Cayman)Inc. • Services-computer processing & data preparation
This Amended and Restated Equity Interest Pledge Agreement (“this Agreement”) has been executed by and among the following parties on October 30, 2012 in Shanghai, the People’s Republic of China (the “China”):
Loan AgreementLoan Agreement • April 20th, 2020 • CooTek(Cayman)Inc. • Services-computer processing & data preparation
This Loan Agreement (“this Agreement”) is made and entered into by and between the parties below as of [Execution Date] in Shanghai, the People’s Republic of China (“China”):
Exclusive Purchase Option AgreementExclusive Purchase Option Agreement • April 20th, 2020 • CooTek(Cayman)Inc. • Services-computer processing & data preparation
This Exclusive Purchase Option Agreement (“this Agreement”) is executed by and among the Parties below as of [Execution Date], in Shanghai, the People’s Republic of China (“China”):
DFP Small Business online standard Terms & Conditions PLEASE READ THESE TERMS AND CONDITIONS BEFORE REGISTERING FOR THE DFP SMALL BUSINESS ONLINE PROGRAM. PARTICIPATION IN THE DFP SMALL BUSINESS ONLINE PROGRAM INDICATES THAT YOU ACCEPT THESE TERMS AND...DFP Small Business Online Program Terms and Conditions • August 16th, 2018 • CooTek(Cayman)Inc. • Services-computer processing & data preparation
This agreement (“Agreement”) between You and Google Inc. (“Google”) constitutes the DFP Small Business program (the “Program”) standard terms and conditions. “You” or “Your” means any entity identified in an enrollment form submitted by the same or affiliated persons, and/or any agency, network or other third party that You have granted access to Your account and/or Your Program Data (as defined below), which will also be bound by the terms and conditions of this Agreement.
Ad Network Distribution AgreementAd Network Distribution Agreement • April 20th, 2020 • CooTek(Cayman)Inc. • Services-computer processing & data preparation
In accordance with the Contract Law of the People’s Republic of China, the Advertising Law of the People’s Republic of China, the Copyright Law of the People’s Republic of China and other relevant laws, regulations and rules, Party A and Party B, with regard to Party A’s commission of Party B to provide data distribution services, hereby agree as follows through friendly negotiation:
Spousal ConsentSpousal Consent • April 20th, 2020 • CooTek(Cayman)Inc. • Services-computer processing & data preparation
The undersigned, People’s Republic of China (“China” or the “PRC”) citizen with PRC Identification Card No.: , is the lawful spouse of , a PRC citizen with PRC Identification Card No.: . I hereby agree to the execution of the Loan Agreement entered into with Shanghai Chu Le Information Technology Co., Ltd. (the “WFOE”) by on , and the following documents (together with Loan Agreement, the “Transaction Documents”) by on , and the disposal of the equity interests of (“Target Company”) held by and registered in his name according to the following documents:
Amended and Restated Equity Pledge AgreementEquity Pledge Agreement • August 16th, 2018 • CooTek(Cayman)Inc. • Services-computer processing & data preparation
This Amended and Restated Equity Pledge Agreement (“this Agreement”) has been executed by and among the following parties on October 30, 2012 in Shanghai, the People’s Republic of China (the “China”):
Chuan Shan Jia Distribution Cooperation AgreementDistribution Agreement • April 26th, 2021 • CooTek(Cayman)Inc. • Services-computer processing & data preparation
In accordance with the Contract Law of the People’s Republic of China, the Advertising Law of the People’s Republic of China, the Copyright Law of the People’s Republic of China and other relevant laws, regulations and rules, Party A and Party B, with regard to the engagement of Party B by Party A to provide distribution services, hereby agree as follows through amicable negotiation:
4,350,000American Depository Shares Each Representing 50 Class A Ordinary Shares, Par Value US$0.00001 Per Share COOTEK (CAYMAN) INC. UNDERWRITING AGREEMENTUnderwriting Agreement • September 25th, 2018 • CooTek(Cayman)Inc. • Services-computer processing & data preparation • New York
CooTek (Cayman) Inc., an exempted company incorporated in the Cayman Islands with limited liability (the “Company”), proposes to issue and sell to the several underwriters named in Schedule I hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), 4,350,000 American depositary shares (“ADSs”), each ADS representing 50 Class A ordinary shares, par value US$0.00001 per share, of the Company (together with the Class B ordinary shares of the Company, “Ordinary Shares”); (such 4,350,000 ADSs to be sold by the Company are collectively hereafter referred to as the “Firm Securities”). The Company proposes to sell to the several Underwriters not more than an additional 652,500 ADSs representing 32,625,000 Ordinary Shares (such not more than 652,500 additional ADSs being sold by the Company are hereafter collectively referred to as the “Optional Securities”) if and to the extent that you, as managers of the offering, shall have determined to exercise, on
Terms of Use AgreementTerms of Use Agreement • April 30th, 2024 • CooTek(Cayman)Inc. • Services-computer processing & data preparation • California
These Terms of Use (the “Agreement”) govern the relationship between you (“User,” “you” or “your”) and AppLovin Corporation, a Delaware corporation, or AppLovin (Singapore) Pte. Ltd., a Singapore company, if applicable (collectively, “AppLovin,” “we” or “our,” and together with “User,” the “Parties,” and each a “Party”) and apply to your use of the Services (as defined below). For purposes of this Agreement, and depending upon how you use the Services, you have contracted with the following AppLovin entity:
MoPub Terms of ServiceMopub Terms of Service • April 15th, 2019 • CooTek(Cayman)Inc. • Services-computer processing & data preparation • California
This MoPub Terms of Service (“Agreement”) between You, a Publisher Partner, and Twitter, Inc., successor in interest to MoPub, Inc., on behalf of itself and its affiliates, including Twitter International Company (together, “MoPub”) constitutes the terms and conditions for Your use of the MoPub Marketplace service (the “Marketplace”) and/or the MoPub ad serving program (“Ad Serving Service”). The Ad Serving Service and the Marketplace are referred to collectively in this Agreement as the “Services” and individually, as a “Service.” “You” or “Your” means you or any other person or entity identified in any Service account on whose behalf you are authorized to act.
COOTEK (CAYMAN) INC. FIFTH AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENT DATED AS OF JANUARY 10, 2017Shareholder Agreement • August 16th, 2018 • CooTek(Cayman)Inc. • Services-computer processing & data preparation • Hong Kong
Each of the Company, the Founders, the Founder Holdcos, Haiyan’s Holdco, the HK Subsidiary, the Offshore Subsidiaries, the PRC Subsidiaries, Zhu, the Series A Investors, the Series B Investors, the Series B-1 Investors, the Series C Investors, the Series D Investors and the Series D-1 Investor shall be referred to individually as a “Party” and collectively as the “Parties”.
Amended and Restated Exclusive Purchase Option AgreementExclusive Purchase Option Agreement • August 16th, 2018 • CooTek(Cayman)Inc. • Services-computer processing & data preparation
This Amended and Restated Exclusive Purchase Option Agreement (“this Agreement”) is executed by and among the Parties below as of October 30, 2012, in Shanghai, the People’s Republic of China (“China”):
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • August 16th, 2021 • CooTek(Cayman)Inc. • Services-computer processing & data preparation • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of August 16, 2021, between CooTek (Cayman) Inc., a company incorporated under the laws of the Cayman Islands (the “Company”), and Mercer Street Global Opportunity Fund LLC (the “Purchaser”).
Equity Pledge AgreementEquity Pledge Agreement • April 20th, 2020 • CooTek(Cayman)Inc. • Services-computer processing & data preparation
This Equity Pledge Agreement (“this Agreement”) has been executed by and among the following parties on [Execution Date] in Shanghai, the People’s Republic of China (the “China”):
