POP CULTURE GROUP CO., LTD (the “Issuer”) AND [TRUSTEE] (the “Trustee”) INDENTURE Dated as of [●], 20[●] Subordinated Debt SecuritiesIndenture • July 14th, 2022 • Pop Culture Group Co., LTD • Services-amusement & recreation services • New York
INDENTURE, dated as of [●], 20[●], among Pop Culture Group Co., Ltd, a Cayman Islands company (the “Company”), and [TRUSTEE], as trustee (the “Trustee”).
INDEMNIFICATION AGREEMENTIndemnification Agreement • March 2nd, 2021 • Pop Culture Group Co., LTD • Services-amusement & recreation services • New York
This Indemnification Agreement (this “Agreement”) is entered into as of by and between Pop Culture Group Co., Ltd, a Cayman Islands company (the “Company”), and the undersigned, a director and/or an officer of the Company (“Indemnitee”), as applicable.
EMPLOYMENT AGREEMENTEmployment Agreement • January 6th, 2022 • Pop Culture Group Co., LTD • Services-amusement & recreation services • New York
This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of December 1, 2021 by and between Pop Culture Group Co., Ltd, a company incorporated and existing under the laws of Cayman Islands (the “Company”), and Renrong Zhu, an individual (the “Executive”). The term “Company” as used herein with respect to all obligations of the Executive hereunder shall be deemed to include the Company and all of its direct or indirect parent companies, subsidiaries, affiliates, or subsidiaries or affiliates of its parent companies (collectively, the “Group”).
POP CULTURE GROUP CO., LTD (the “Issuer”) AND [TRUSTEE] (the “Trustee”) INDENTURE Dated as of [●], 20[●] Senior Debt SecuritiesPop Culture Group Co., LTD • July 14th, 2022 • Services-amusement & recreation services • New York
INDENTURE, dated as of [●], 20[●], among Pop Culture Group Co., Ltd, a Cayman Islands company (the “Company”), and [TRUSTEE], as trustee (the “Trustee”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 2nd, 2021 • Pop Culture Group Co., LTD • Services-amusement & recreation services • New York
This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of [ ], by and between Pop Culture Group Co., Ltd, a company incorporated and existing under the laws of Cayman Islands (the “Company”), and [ ], an individual (the “Executive”). The term “Company” as used herein with respect to all obligations of the Executive hereunder shall be deemed to include the Company and all of its direct or indirect parent companies, subsidiaries, affiliates, or subsidiaries or affiliates of its parent companies (collectively, the “Group”).
Loan AgreementLoan Agreement • October 28th, 2022 • Pop Culture Group Co., LTD • Services-amusement & recreation services
This contract is entered into by and between the lender and the borrower on an equal and voluntary basis according to law. In order to safeguard the legitimate rights and interests of the borrower, the lender hereby requests the borrower to pay full attention to all the provisions concerning the rights and obligations of both parties, especially the contents in bold type.
POP CULTURE GROUP CO., LTD UNDERWRITING AGREEMENTUnderwriting Agreement • May 13th, 2021 • Pop Culture Group Co., LTD • Services-amusement & recreation services • New York
The undersigned, Pop Culture Group Co., Ltd, a Cayman Islands exempted company (the “Company”), hereby confirms its agreement (this “Agreement”) with Network 1 Financial Securities, Inc. (the “Representative” of several underwriters as disclosed in Schedule A attached hereto) and Valuable Capital Limited (collectively, the “Underwriters”) to issue and sell to the Underwriters an aggregate of [6,000,000] Class A 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.”
Amended and Restated Exclusive Services AgreementExclusive Services Agreement • March 2nd, 2021 • Pop Culture Group Co., LTD • Services-amusement & recreation services
This Amended and Restated Exclusive Services Agreement (“this Agreement”) is made and entered into by and between the following Parties on February 19, 2021 in Xiamen, the People’s Republic of China (“China” or “PRC”):
Working Capital Loan ContractPop Culture Group Co., LTD • October 28th, 2022 • Services-amusement & recreation services
In order to protect your rights and interests, before signing this Contract please read carefully, check and confirm the followings:
Loan ContractLoan Contract • March 2nd, 2021 • Pop Culture Group Co., LTD • Services-amusement & recreation services • Beijing
The Borrower and the Lender, through equal negotiation, reach an agreement on the Lender’s loan to the Borrower, and hereby enter into the Contract.
Party A: Xiamen Information Group Ltd. Party B: Xiamen Pop Digital Technology Co., LTDPop Culture Group Co., LTD • October 31st, 2023 • Services-amusement & recreation services
In accordance with relevant laws and regulations, party A and Party B reach an agreement through friendly negotiation and hereby conclude this Contract for mutual compliance.
Comprehensive Line of Credit ContractPop Culture Group Co., LTD • March 2nd, 2021 • Services-amusement & recreation services • Macau
Important Note: this contract is made, in accordance with relevant laws and regulations, by and between the borrower and the lender on an equal and voluntary basis. All contract terms are true representations of both parties. In order to fully protect the legitimate rights of the debtor, the creditor specially asks the debtor to carefully read contract terms and conditions, especially those in bold type, and to pay full attention to contents of the terms and conditions. If there are any doubts or ambiguities, please consult Party B and professionals or professional institutions in a timely manner.
Working Capital Loan Contract No.: [*]Pop Culture Group Co., LTD • May 13th, 2021 • Services-amusement & recreation services
After equal consultation, the borrower and the lender reach an agreement on the issue of the lender granting the working capital loan to the borrower, and hereby enter into this contract.
Factoring AgreementFactoring Agreement • March 2nd, 2021 • Pop Culture Group Co., LTD • Services-amusement & recreation services
Q Subsidiary business documents under the financing line agreement No. [/]. After the agreement comes into effect, all its terms shall be incorporated into the financing Line Agreement and shall be part of it (if the customer has previously signed the financing line agreement with the factoring bank, this item shall be selected and the number of the financing limit agreement shall be indicated);
Working capital loan contractPop Culture Group Co., LTD • October 31st, 2023 • Services-amusement & recreation services
To protect your rights and interests, please read this contract carefully and check and confirm before signing the following:
Short-Term Credit Facility AgreementFacility Agreement • November 10th, 2021 • Pop Culture Group Co., LTD • Services-amusement & recreation services
The Borrower and the Lender, through consultation on an equal footing, have reached an agreement on the issue of the Lender's provision of working capital loan to the Borrower and hereby enter into this Agreement.
Maximum amount guarantee contractPop Culture Group Co., LTD • October 31st, 2023 • Services-amusement & recreation services
Important: This contract is concluded by all parties on the basis of equality and voluntary negotiation. All the terms of this contract are true expressions of the intention of both parties. In order to safeguard the legitimate rights and interests of the guarantor, the creditor hereby asks the guarantor to pay full attention to the bold part in the terms of the contract.
Lease ContractPop Culture Group Co., LTD • March 2nd, 2021 • Services-amusement & recreation services
In accordance with the Contract Law of the People’s Republic of China, the Urban Real Estate Management Law of the People’s Republic of China and other relevant laws and regulations, Party A and Party B, on the basis of equality, voluntariness, honesty and credit, agree to enter into the following agreement on the matter of Party B renting its house from Party A:
Subscription AgreementSubscription Agreement • March 21st, 2024 • Pop Culture Group Co., LTD • Services-amusement & recreation services
This subscription agreement (this “Subscription”) is dated ______, 2024, by and between the investor identified on the signature page hereto (the “Investor”) and Pop Culture Group Co., Ltd, a Cayman Islands company (the “Company”). The parties agree as follows:
Lease ContractLease Contract • November 13th, 2020 • Pop Culture Group Co., LTD • Services-amusement & recreation services
In accordance with the Contract Law of the People’s Republic of China, the Urban Real Estate Management Law of the People’s Republic of China and other relevant laws and regulations, Party A and Party B, on the basis of equality, voluntariness, honesty and credit, agree to enter into the following agreement on the matter of Party B renting its house from Party A:
Content introduction contractPop Culture Group Co., LTD • October 31st, 2023 • Services-amusement & recreation services
Party A is a wholly-owned subsidiary of Guangdong Radio and Television Network Co., Ltd. (hereinafter referred to as “Guangdong Radio and Television Network”), and is the only authorized video product content introduction, integration and operator of Guangdong Radio and Television Network. Relying on the rich platform resources of Guangdong Radio and Television Network, the company takes content as expansion, local services as its feature, and makes all media content products and operation. It is committed to providing rich and colorful video products and distinctive integration business for Guangdong users, and to build a comprehensive media platform with strong communication power and influence.
Amended and Restated Exclusive Option AgreementExclusive Option Agreement • March 2nd, 2021 • Pop Culture Group Co., LTD • Services-amusement & recreation services
This Amended and Restated Exclusive Option Agreement (“this Agreement”) is executed by and among the Parties below as of February 19, 2021, in Xiamen, the People’s Republic of China (“China” or “PRC”):
Trademark Licensing ContractPop Culture Group Co., LTD • March 2nd, 2021 • Services-amusement & recreation services
Party A is the legal owner of the licensed trademark (see the definition of this contract) and has the right to sign this contract with Party B in the name of the trademark licensor, granting Party B the use of its licensed trademark within the scope of this contract, and Party A has the right to supervise Party B legally using the licensed trademark;
Enterprise self-help loan business quota contractPop Culture Group Co., LTD • October 31st, 2023 • Services-amusement & recreation services
Dear customer, in order to protect your rights and interests, please read the full text of this contract carefully before signing this contract, especially the bold terms. If you have any doubt, please ask us to explain it in time. If you / your company still have questions or uncertainties, please consult you / your lawyer and relevant professionals.
Supplementary ContractPop Culture Group Co., LTD • May 13th, 2021 • Services-amusement & recreation services
On October 30, 2018, Party A and Party B signed the Comprehensive Credit Line Contract (hereinafter referred to as the "Loan Contract") numbered as the 0304201810290087. On the same date, Party B and Party C，Party B and Party D signed the Loan Contract numbered 0304201810290087BZ-1, Guarantee Contract of 0304201810290087BZ-2 (hereinafter referred to as "Guarantee Contract") respectively. On October 29, 2019, Party A, Party B, Party C and Party D signed the Supplementary Contract numbered 0304201808140070C-2 (hereinafter referred to as the "Supplementary Contract"). Now, due to the change of conditions, some clauses in the Loan Contract need to be amended and supplemented. The parties hereby sign this supplementary contract:
Trademark Licensing ContractPop Culture Group Co., LTD • May 8th, 2020 • Services-amusement & recreation services
Party A is the legal owner of the licensed trademark (see the definition of this contract) and has the right to sign this contract with Party B in the name of the trademark licensor, granting Party B the use of its licensed trademark within the scope of this contract, and Party A has the right to supervise Party B legally using the licensed trademark;
Credit Facility Agreement Grantee: Xiamen Pop Culture Co., Ltd. Grantor: Xiamen Bank Co., Ltd.Pop Culture Group Co., LTD • November 10th, 2021 • Services-amusement & recreation services • Beijing
In accordance with the provisions of the Commercial Bank Law of the People's Republic of China and other relevant laws and regulations, the two parties, on the principle of equality, voluntariness, honesty and credibility, hereby enter into this Agreement through consultation and abide by it jointly.
Brand authorization, commission and agency agreementPop Culture Group Co., LTD • October 31st, 2023 • Services-amusement & recreation services
After careful negotiation, both parties, in accordance with the relevant laws of China, sign the following agency agreement on matters related to party B’s agent negotiation with Party A and “Stussy” brand owner, and both parties shall jointly follow and perform:
Guangzhou city stock housing sales contractPop Culture Group Co., LTD • October 31st, 2023 • Services-amusement & recreation services
Occupancy Service AgreementOccupancy Service Agreement • October 28th, 2022 • Pop Culture Group Co., LTD • Services-amusement & recreation services
Qingwa Innovation Community is a new type business accelerator integrating “entrepreneurship, office, life, entertainment and social interaction”. It provides (business) incubation space, entrepreneurship training, entrepreneur apartment and entrepreneur alliance joint services to help start-ups grow and build the first building blocks for young entrepreneurs.
Letter of entrustment and guarantee commitmentPop Culture Group Co., LTD • October 31st, 2023 • Services-amusement & recreation services
Given the industrial and commercial bank of China co., LTD., Guangzhou fangcun branch (hereinafter referred to as “financial institutions”) will sign with the company the management fast loan contract (number: 0360200111-2022 (fangcun) bear fast loans-00045) (hereinafter referred to as the “loan contract”), financial institutions will provide the company with principal worth ten thousand yuan (lower case: selections 50L_ ten thousand yuan, capital amount is inconsistent, in capital amount) borrowing, loan term does not exceed 12 months. The Company hereby makes an irrevocable application and entrusts you to provide joint and several liability guarantee to financial institutions for the performance of the principal and interest repayment obligations stipulated in the Loan Contract. In order to clarify the relevant matters, the Company irrevocably makes the following confirmation and commitments:
Bank of Xiamen Xiamen Bank Credit line agreementPop Culture Group Co., LTD • October 31st, 2023 • Services-amusement & recreation services
Yang Zongwei 2022 individual performance contractPop Culture Group Co., LTD • October 31st, 2023 • Services-amusement & recreation services
Party A and Party B cooperate in good faith and agree on relevant matters related to Party A as the performance agent of Party B’s artist (Yang Zongwei) [Yang Zongwei’s personal performance in 2022], and agree to sign the following terms and conditions to perform:
Brand authorization, commission and agency agreementPop Culture Group Co., LTD • October 31st, 2023 • Services-amusement & recreation services
After careful negotiation, both parties shall act as Party B for Party A and the United States in accordance with the relevant laws of China “Fear Of God” brand owners negotiate matters related to brand authorization agency and sign the authorization agency agreement as follows, and both parties shall follow and perform:
Xiamen Software Park accelerator space lease contract (Unit 304, Floor 3, No.168, Fengqi Road, Software Park, Phase III, Torch High-tech Zone, Xiamen, R & D Building) number:Pop Culture Group Co., LTD • October 31st, 2023 • Services-amusement & recreation services
In accordance with the provisions of relevant laws and regulations, party A and Party B reach an agreement through friendly negotiation and hereby enter into this Contract Mutual compliance.
