Equity Pledge AgreementEquity Pledge Agreement • September 4th, 2020 • Sancai Holding Group Ltd. • Services-prepackaged software
This Equity Pledge Agreement (this “Agreement”) is entered into in Xi'an, the People’s Republic of China (the “PRC”) on February 25, 2020, by and among the following Parties:
SANCAI HOLDING GROUP LTD WARRANT TO PURCHASE CLASS A ORDINARY SHARESWarrant Agreement • December 30th, 2020 • Sancai Holding Group Ltd. • Services-prepackaged software
THIS WARRANT TO PURCHASE CLASS A ORDINARY SHARES (the “Warrant”) certifies that, for value received, Univest Securities, LLC 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 _______ __, 2021 (the “Initial Exercise Date”) and, in accordance with FINRA Rule 5110(g)(8)(A), will expire at 5:00 p.m. (New York time) on the date that is five (5) years following the Effective Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from Sancai Holding Group Ltd, an exempted company incorporated in the Cayman Islands (the “Company”), up to ______ Class A ordinary shares (the “Warrant Shares”), par value US$0.0001 per share, of the Company (“Ordinary Shares”), as subject to adjustment hereunder. The purchase price of one Warrant Share shall be equal to the Exercise Price, as defined in Section 2.2.
Exclusive Call Option AgreementExclusive Call Option Agreement • September 4th, 2020 • Sancai Holding Group Ltd. • Services-prepackaged software
This Exclusive Call Option Agreement (this “Agreement”) is entered into in Xi'an, the People’s Republic of China (the “PRC”) on February 25, 2020 by and among the following Parties:
Shareholder Voting Proxy AgreementShareholder Voting Proxy Agreement • June 30th, 2020 • Sancai Holding Group Ltd. • Services-prepackaged software
This Shareholder Voting Proxy Agreement (this “Agreement”) is entered into in Xi'an, the People’s Republic of China (the “PRC”) on February 25, 2020, by and among the following Parties:
SANCAI HOLDING GROUP LTD CLASS A ORDINARY SHARES, PAR VALUE US$0.0001 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • December 30th, 2020 • Sancai Holding Group Ltd. • Services-prepackaged software • New York
Sancai Holding Group Ltd, an exempted company with limited liability incorporated in the Cayman Islands (the “Company”), proposes to sell to the underwriters named on Schedule I (the “Underwriters”) to this agreement (the “Agreement”) for which Univest Securities LLC is acting as representative (in such capacity, the “Representative”) an aggregate of [●] Class A ordinary shares, par value $0.0001 per share of the Company (the “Ordinary Shares”), the Ordinary Shares be sold by the Company is hereinafter referred to as the “Firm Shares.” In addition, the Company proposes to grant to the Underwriters an option (the “Over-Allotment Option”) to purchase up to an aggregate of [●] Ordinary Shares (the “Option Shares” and collectively with the Firm Shares, the “Shares” or the “Securities”) on the terms set forth in ª 2. The offering and sale of the Securities contemplated by this Agreement is referred to herein as the “Offering.”
Amended and Restated Exclusive Technical Consultation and Service AgreementExclusive Technical Consultation and Service Agreement • July 25th, 2022 • Sancai Holding Group Ltd. • Services-prepackaged software
This Amended and Restated Exclusive Technical Consultation and Service Agreement (this “Agreement”) is entered into in Xi’an, the People’s Republic of China (the “PRC”) on June 28th, 2022, by and between the following Parties:
Tonglian Online Payment Network Service Co., Ltd. Online Payment Business Cooperation AgreementOnline Payment Business Cooperation Agreement • September 27th, 2022 • Sancai Holding Group Ltd. • Services-prepackaged software
Based on the principle of equality, Party A and Party B jointly and voluntarily reached this cooperation agreement on the account payment business after completing negotiations. The rights and obligations of both parties are as follows:
Framework agreement on providing working capitalFramework Agreement on Providing Working Capital • February 22nd, 2022 • Sancai Holding Group Ltd. • Services-prepackaged software
Party A holds 63% of the voting shares of Party B and is the actual controlling shareholder and ultimate beneficiary of Party B.
Merchant Service AgreementMerchant Service Agreement • October 21st, 2020 • Sancai Holding Group Ltd. • Services-prepackaged software
In line with the principle of equality and mutual benefit, sincere cooperation and common development, all terms of this agreement have been reached through friendly negotiation between Party A and Party B.
Loan AgreementLoan Agreement • February 22nd, 2022 • Sancai Holding Group Ltd. • Services-prepackaged software
In accordance with the “Contract Law of the People’s Republic of China”, the “Guarantee Law of the People’s Republic of China”, the “General Principles of the Civil Law of the People’s Republic of China” and other provisions, and in line with the principle of equality, voluntariness, good faith, and consensus through consultation, in order to clarify responsibilities and to honor their commitments, the parties signed this Agreement.
Business Operation AgreementBusiness Operation Agreement • September 4th, 2020 • Sancai Holding Group Ltd. • Services-prepackaged software
This Business Operation Agreement (this “Agreement”) is entered into in Xi'an, the People’s Republic of China (the “PRC”) on February 25, 2020, by and among the following Parties:
Software Development AgreementSoftware Development Agreement • February 22nd, 2022 • Sancai Holding Group Ltd. • Services-prepackaged software
As Party A has a large software development business and Party B has strong technical personnel, through negotiation, Party A and Party B reached the following terms on the model for strategic cooperation for software development in accordance with the “Summary Provisions of the Civil Law of the People's Republic of China”, the “General Principles of the Civil Law of the People's Republic of China” and the “Contract Law of the People's Republic of China”.
Shaanxi Xiaoying Financing Guarantee Co., Ltd Loan GuaranteeLoan Guarantee • February 22nd, 2022 • Sancai Holding Group Ltd. • Services-prepackaged software
In view of the loan agreement signed between your company and Houlaicun Commercial Operation Management (Xi’an) Co., Ltd. (hereinafter referred to as “the borrower”) for the loan of RMB 20 million, at the application of the borrower, our company voluntarily provides you with the following guarantee for the loan of RMB 20 million:
Share Transfer AgreementShare Transfer Agreement • December 30th, 2020 • Sancai Holding Group Ltd. • Services-prepackaged software
This Share Transfer Agreement (this agreement) is signed by Party A and Party B in the company conference room on December 10, 2020. Through friendly negotiation, in line with the principles of equality, mutual benefit and good faith, both parties have reached the following terms and conditions on the share transfer of Sancai Real Estate Management Co., Ltd..
The Agreement on the Assignment of Asset No:Assignment of Asset • September 4th, 2020 • Sancai Holding Group Ltd. • Services-prepackaged software
In order to achieve better operation and management, Party B has the intention to purchase the relevant asset right from Party A and Party A intends to transfer the relevant asset right to Party B. According to the relevant laws and regulations, Party A and Party B following the principles of voluntariness, fairness and good faith have reached the following agreements on the assignment of relevant business contracts and commercial store operation rights through friendly negotiation:
Tonglian On-line Payment Network Service Co., Ltd. Enterprise Edition Commercial Online Account Payment System Service AgreementOnline Account Payment System Service Agreement • September 27th, 2022 • Sancai Holding Group Ltd. • Services-prepackaged software
Party A has read all the terms of this agreement thoroughly, and Party B has had a detailed explanation of the contents at the request of Party A. When Party A signed this agreement, it had no questions or objections to the contents, and fully understood the meaning and legal consequences of the terms of this agreement, especially the marked terms.
Loan Guarantee AgreementLoan Guarantee Agreement • February 22nd, 2022 • Sancai Holding Group Ltd. • Services-prepackaged software
In accordance with the “Contract Law of the People's Republic of China”, the “Guarantee Law of the People's Republic of China”, the “General Principles of the Civil Law of the People's Republic of China” and other provisions, and in line with the principle of equality, openness, good faith, consensus through consultation, in order to clarify responsibilities and honor their commitments, the parties signed this Agreement.
Supplementary Agreement to Loan AgreementSupplementary Agreement to Loan Agreement • February 22nd, 2022 • Sancai Holding Group Ltd. • Services-prepackaged software
This supplementary agreement was signed on December 31, 2021. Except for the contents updated above, the other terms of the original agreement remain valid.
Supplementary AgreementSupplementary Agreement • December 30th, 2020 • Sancai Holding Group Ltd. • Services-prepackaged software
Address: Room 02, 17 / F, Qinfeng Building, No.6 Fengcheng 2nd Road, Economic and Technological Development Zone of Xi’an, Shaanxi Province
