YX ASSET RECOVERY LIMITED AND THE BANK OF NEW YORK MELLON As Depositary AND OWNERS AND HOLDERS OF AMERICAN DEPOSITARY SHARES Deposit AgreementDeposit Agreement • November 12th, 2019 • YX Asset Recovery LTD • Services-consumer credit reporting, collection agencies • New York
DEPOSIT AGREEMENT dated as of , 2019 among YX ASSET RECOVERY LIMITED, a company incorporated under the laws of the Cayman Islands (herein called the Company), THE BANK OF NEW YORK MELLON, a New York banking corporation (herein called the Depositary), and all Owners and Holders (each as hereinafter defined) from time to time of American Depositary Shares issued hereunder.
INDEMNIFICATION AGREEMENTIndemnification Agreement • October 30th, 2019 • YX Asset Recovery LTD • Services-consumer credit reporting, collection agencies • New York
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of by and between YX Asset Recovery Limited, 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 • October 30th, 2019 • YX Asset Recovery LTD • Services-consumer credit reporting, collection agencies • New York
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of , by and between YX Asset Recovery Limited, an exempted company with limited liability incorporated and existing under the laws of the Cayman Islands (the “Company”) and ([passport/ID] Number ) (the “Executive”).
UNDERWRITING AGREEMENTUnderwriting Agreement • November 12th, 2019 • YX Asset Recovery LTD • Services-consumer credit reporting, collection agencies • New York
YX Asset Recovery Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Company”), proposes to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”) an aggregate of [·] Class A ordinary shares, par value US$0.001 per share, of the Company (the “Firm Shares”) in the form of [·] American Depositary Shares (as defined below) (the “Firm ADSs”).
AMENDED AND RESTATED EQUITY PLEDGE AGREEMENTEquity Pledge Agreement • October 30th, 2019 • YX Asset Recovery LTD • Services-consumer credit reporting, collection agencies
Registered address: Room 1001, Building 7, Xincheng Science and Technology Park, No. 588 West Yuelu Road, High-tech Development Zone, Changsha
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • October 30th, 2019 • YX Asset Recovery LTD • Services-consumer credit reporting, collection agencies • Hong Kong
This Registration Rights Agreement (the “Agreement”), is made as of September 27, 2019, by and between YX Asset Recovery Limited, a company organized under the laws of the Cayman Islands (the “Company”) and EP Next China Fund I, LLC, a limited liability company organized under the laws of Delaware, USA (the “Investor”).
SERVICE AGREEMENTService Agreement • October 30th, 2019 • YX Asset Recovery LTD • Services-consumer credit reporting, collection agencies • Hong Kong
This SERVICE AGREEMENT (this “Agreement”) is entered into on October 18, 2018 by and among YX Management Holding Ltd. (the “Company”), a business company incorporated in the British Virgin Islands, YX Asset Recovery Limited (the “Cayman Company”), an exempted company incorporated in the Cayman Islands with limited liability, and Mr. Kung Chik Chiu (the “Service Provider”), a citizen of Hong Kong SAR. The Company, the Cayman Company and the Service Provider may be referred to herein individually as a “Party” or collectively as the “Parties.”
Framework Agreement on the Acquisition of Shares in the Yong Xiong Group August 2018Framework Agreement • October 23rd, 2019 • YX Asset Recovery LTD • Services-consumer credit reporting, collection agencies
This Framework Agreement on the Acquisition of Shares in the Yong Xiong Group (this “Agreement”) was entered into this 2nd day of August, 2018, by and among the following parties:
AMENDED AND RESTATED SHARES SALE AND PURCHASE AGREEMENT DATED JANUARY 28, 2019Shares Sale and Purchase Agreement • October 30th, 2019 • YX Asset Recovery LTD • Services-consumer credit reporting, collection agencies
NOW THEREFORE, in consideration of the foregoing and the mutual promises, covenants and agreements of the Parties contained herein, the Parties agree as follows:
Big Data Service Contract of Hunan Yongxiong Asset Management Group Co., Ltd.Big Data Service Contract • November 12th, 2019 • YX Asset Recovery LTD • Services-consumer credit reporting, collection agencies
Hunan Yongxiong Asset Management Group Co., Ltd. (“Party A”) is a business entity duly organized and validly existing under Chinese laws.
AMENDED AND RESTATED EXCLUSIVE CONSULTATION AND SERVICE AGREEMENTExclusive Consultation and Service Agreement • October 30th, 2019 • YX Asset Recovery LTD • Services-consumer credit reporting, collection agencies
This AMENDED AND RESTATED EXCLUSIVE CONSULTATION AND SERVICE AGREEMENT is entered into on March 15, 2019 at Changsha, Hunan, People’s Republic of China (the “PRC”), by and between:
LeaseLease Agreement • November 12th, 2019 • YX Asset Recovery LTD • Services-consumer credit reporting, collection agencies
WHEREAS, the Lessor desires to rent out the Premises stated in Article 1 hereof (as defined below), and the Lessee intends to lease such property for its independent business operation according to its business demand.
Communication Service ContractCommunication Service Contract • November 12th, 2019 • YX Asset Recovery LTD • Services-consumer credit reporting, collection agencies
Legal address: Building 7, Xincheng Science & Technology Park, No.588, West Yuelu Road, Changsha Hi-tech Development Zone, Changsha, Hu’nan Province
State-Owned Construction Land Use Right Assignment ContractState-Owned Construction Land Use Right Assignment Contract • November 12th, 2019 • YX Asset Recovery LTD • Services-consumer credit reporting, collection agencies
Supplementary Agreement to LeaseSupplementary Agreement to Lease • November 12th, 2019 • YX Asset Recovery LTD • Services-consumer credit reporting, collection agencies
WHEREAS, the Parties entered into a Housing Lease Contract (hereinafter referred to as the “Original Contract”) as of January 22, 2017; NOW, THEREFORE, the Parties enter into the following supplementary agreement with respect to the relevant matters through friendly consultation:
LeaseLease • November 12th, 2019 • YX Asset Recovery LTD • Services-consumer credit reporting, collection agencies
Party A, as the Lessor of the Premises as defined below, and Party B, as the Lessee of the Premises, hereby reach consensus and enter into this Contract with respect to the matters concerning the leasing of the Premises through friendly consultation in line with the principles of equality, mutual benefit, voluntariness and good faith.
Building Project Construction ContractConstruction Contract • November 12th, 2019 • YX Asset Recovery LTD • Services-consumer credit reporting, collection agencies
Pursuant to the Contract Law of the People’s Republic of China, the Construction Law of the People’s Republic of China and other applicable laws, administrative regulations and rules, and in line with the principles of equality, voluntariness, fairness and good faith, the Parties enter into this Contract for joint compliance with respect to the engineering construction and other matters concerning the Xinhua Headquarters Office Building of Hunan Weicheng Credit Risk Management Co., Ltd.
LeaseLease Agreement • November 12th, 2019 • YX Asset Recovery LTD • Services-consumer credit reporting, collection agencies
WHEREAS, the Lessor desires to rent out the Premises stated in Article 1 hereof (as defined below), and the Lessee intends to lease such property for its independent business operation according to its business demand.
AMENDED AND RESTATED EXCLUSIVE OPTION AGREEMENTExclusive Option Agreement • October 30th, 2019 • YX Asset Recovery LTD • Services-consumer credit reporting, collection agencies
Registered address: Room 1001, Building 7, Xincheng Science and Technology Park, No. 588 West Yuelu Road, High-tech Development Zone, Changsha
LeaseLease Agreement • November 12th, 2019 • YX Asset Recovery LTD • Services-consumer credit reporting, collection agencies
WHEREAS, the Lessor desires to rent out the Premises stated in Article 1 hereof (as defined below), and the Lessee intends to lease such property for its independent business operation according to its business demand.
SHAREHOLDERS AGREEMENTShareholder Agreement • October 30th, 2019 • YX Asset Recovery LTD • Services-consumer credit reporting, collection agencies • Hong Kong
THIS SHAREHOLDERS AGREEMENT (this “Agreement”) is made and entered into as of March 15, 2019 by and among YX Asset Recovery Limited, an exempted limited liability company organized under the Laws of the Cayman Islands (the “Company”), YX International Holding Ltd, a company organized under the Laws of the British Virgin Islands (the “BVI Company”), YX Services Limited, a private company organized under the Laws of the Hong Kong Special Administrative Region of the People’s Republic of China (the “PRC”) (the “HK Subsidiary”), Shanghai Yong Xiong Information Technology Services Co., Ltd. (上海永雄信息技术服务有限公司), a wholly foreign-owned enterprise established under the Laws of the PRC (the “WFOE”), Hunan Yong Xiong Asset Management Group Co., Ltd. (湖南永雄资产管理集团有限公司), a domestic limited liability company established under the Laws of the PRC, Shanghai Wei Xin Enterprise Management Co., Ltd. (上海卫信企业管理有限公司), a domestic limited liability company established under the Laws of the PRC, Man TAN (谭曼), a ci
Equity Incentive AgreementEquity Incentive Agreement • October 30th, 2019 • YX Asset Recovery LTD • Services-consumer credit reporting, collection agencies • Virgin Islands
AMENDED AND RESTATED SHAREHOLDER VOTING PROXY AGREEMENTShareholder Voting Proxy Agreement • October 30th, 2019 • YX Asset Recovery LTD • Services-consumer credit reporting, collection agencies
Registered address: Room 1001, Building 7, Xincheng Science and Technology Park, No. 588 West Yuelu Road, High-tech Development Zone, Changsha, Hunan Province
Equity Transfer AgreementEquity Transfer Agreement • October 30th, 2019 • YX Asset Recovery LTD • Services-consumer credit reporting, collection agencies
YX ASSET RECOVERY LIMITED SERIES C PREFERRED SHARES PURCHASE AGREEMENT DATE: OCTOBER 23, 2019Series C Preferred Shares Purchase Agreement • October 30th, 2019 • YX Asset Recovery LTD • Services-consumer credit reporting, collection agencies • Hong Kong
Reference is made to the Series C Preferred Shares Purchase Agreement (as previously amended, the “Agreement”) made as of August 12, 2019 (the “Effective Date”), by and among:
YX ASSET RECOVERY LIMITED SERIES B PREFERRED SHARES PURCHASE AGREEMENT DATE: OCTOBER 23, 2019Series B Preferred Shares Purchase Agreement • October 30th, 2019 • YX Asset Recovery LTD • Services-consumer credit reporting, collection agencies • Hong Kong
Reference is made to the Series B Preferred Shares Purchase Agreement (the “Agreement”) made as of August 1, 2019 (the “Effective Date”), by and among:
LeaseLease • November 12th, 2019 • YX Asset Recovery LTD • Services-consumer credit reporting, collection agencies
After friendly negotiation, Party A and Party B, intending to be legally bound, hereby enter into the following terms and conditions under this Contract with respect to the lease of the Premises as defined below on the basis of free will and in accordance with the Contract Law of the People’s Republic of China and applicable laws and regulations.
