DEPOSIT AGREEMENT by and among LIXIANG EDUCATION HOLDING CO., LTD. and CITIBANK, N.A., as Depositary, and ALL HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES ISSUED HEREUNDER Dated as of [date], 2020Deposit Agreement • September 30th, 2020 • Lixiang Education Holding Co . LTD • Services-educational services • New York
DEPOSIT AGREEMENT, dated as of [●], 2020, by and among (i) Lixiang Education Holding Co., Ltd., an exempted company with limited liability incorporated and existing under the laws of the Cayman Islands, and its successors (the “Company”), (ii) Citibank, N.A., a national banking association organized under the laws of the United States of America (“Citibank”) acting in its capacity as depositary, and any successor depositary hereunder (Citibank in such capacity, the “Depositary”), and (iii) all Holders and Beneficial Owners of American Depositary Shares issued hereunder (all such capitalized terms as hereinafter defined).
16,667,000 Shares LIXIANG EDUCATION HOLDING CO., LTD. ORDINARY SHARES, PAR VALUE US$0.0001 PER SHARE IN THE FORM OF AMERICAN DEPOSITARY SHARES UNDERWRITING AGREEMENTUnderwriting Agreement • September 23rd, 2020 • Lixiang Education Holding Co . LTD • Services-educational services • New York
Lixiang Education Holding Co., Ltd., 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 16,667,000 ordinary shares, par value US$0.0001 per share, of the Company (the “Firm Shares”) in the form of 3,333,400 American Depositary Shares (as defined below).
LIXIANG EDUCATION HOLDING CO., LTD. FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • September 9th, 2020 • Lixiang Education Holding Co . LTD • Services-educational services • New York
This Indemnification Agreement (this “Agreement”), dated as of , 20 , is executed by and between Lixiang Education Holding Co., Ltd., an exempted company incorporated and existing under the laws of the Cayman Islands (the “Company”) and , a [director and/or executive officer] of the Company (the “Indemnitee”).
LIXIANG EDUCATION HOLDING CO., LTD.Option Agreement • September 9th, 2020 • Lixiang Education Holding Co . LTD • Services-educational services • Hong Kong
THIS OPTION AGREEMENT (this “Option Agreement”), dated ___________________, by and between Lixiang Education Holding Co., Ltd., an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Company”), and __________________________ (the “Participant”) evidences the option (the “Option”) granted by the Company to the Participant as to the number of the Company’s ordinary shares, par value US$0.0001 per share (the “Ordinary Shares”), first set forth below.
Exclusive Technical Service and Business Consulting AgreementExclusive Technical Service and Business Consulting Agreement • May 15th, 2024 • Lixiang Education Holding Co. Ltd. • Services-educational services
This Exclusive Technical Service and Business Consulting Agreement (hereinafter referred to “this Agreement”) was entered into by the following Parties on April 2, 2024:
Loan AgreementLoan Agreement • May 15th, 2024 • Lixiang Education Holding Co. Ltd. • Services-educational services
Party A：Zhejiang Mengxiang Consulting Services Co., Ltd., a wholly foreign-owned enterprise legally incorporated and existing under the laws of PRC; Unified Social Credit Code: 91331100MA2E0B7832; Address: Room 102, 1F, No.227 Dayang North Road, Baiyun Street, Liandu District, Lishui City, Zhejiang Province (hereinafter referred to as “WFOE” or “Party A”).
Proxy Agreement for ShareholdersProxy Agreement • May 15th, 2024 • Lixiang Education Holding Co. Ltd. • Services-educational services
This Proxy Agreement for Shareholders (hereinafter referred to as ” this Agreement”) is entered into on April 2, 2024 by the following parties:
Business Cooperation Agreement Zhejiang Mengxiang Consulting Services Co., Ltd. And Lishui Overseas Chinese Senior High School Zhejiang Lishui Mengxiang Education Development Co., Ltd. And Ye Fen Ye Hong dated April 2, 2024Business Cooperation Agreement • May 15th, 2024 • Lixiang Education Holding Co. Ltd. • Services-educational services
This Business Cooperation Agreement (hereinafter referred to as “this Agreement”) was signed by the following parties on dated April 2, 2024 :
Exclusive Call Option AgreementExclusive Call Option Agreement • May 15th, 2024 • Lixiang Education Holding Co. Ltd. • Services-educational services
This Exclusive Call Option Agreement (hereinafter referred to as “this Agreement”) was entered into by the following parties on April 2, 2024:
Equity Pledge AgreementEquity Pledge Agreement • May 15th, 2024 • Lixiang Education Holding Co. Ltd. • Services-educational services
This Equity Pledge Agreement (hereinafter referred to “this Agreement”) was entered into by the following Parties on April 2, 2024:
LIXIANG EDUCATION HOLDING CO., LTD. FORM OF EXECUTIVE EMPLOYMENT AGREEMENTExecutive Employment Agreement • September 9th, 2020 • Lixiang Education Holding Co . LTD • Services-educational services • New York
This Executive Employment Agreement, dated as of , 20 (this “Agreement”), is executed by and between Lixiang Education Holding Co., Ltd., an exempted company incorporated and existing under the laws of the Cayman Islands (the “Company”) and , an individual with passport/ID number (the “Executive”).
Proxy Agreement for School’s Sponsor and Council MembersProxy Agreement • May 15th, 2024 • Lixiang Education Holding Co. Ltd. • Services-educational services
This Proxy Agreement for Council Members (hereinafter referred to as “this Agreement”) is made and entered into on April 2, 2024 by the following parties:
The Supplemental Agreement of the Exclusive Technical Service and Business Consulting AgreementSupplemental Agreement of the Exclusive Technical Service and Business Consulting Agreement • September 9th, 2020 • Lixiang Education Holding Co . LTD • Services-educational services
This Supplemental Agreement of the Exclusive Technical Service and Business Consulting Agreement (hereinafter referred to this “Supplemental Agreement”) was entered into by the following Parties on November 29, 2018:
Proxy Agreement for School’s Sponsor and DirectorsProxy Agreement • September 9th, 2020 • Lixiang Education Holding Co . LTD • Services-educational services
This Proxy Agreement for Directors (hereinafter referred to as “this Agreement”) is made and entered into on October, 2018 by the following parties:
The Supplemental Agreement of the Loan AgreementSupplemental Agreement of the Loan Agreement • September 9th, 2020 • Lixiang Education Holding Co . LTD • Services-educational services
This Supplemental Agreement of the Loan Agreement (hereinafter referred to as “this Supplemental Agreement”) was signed by the following parties on November 29, 2018:
The Supplemental Agreement of the Proxy Agreement for School’s Sponsor and DirectorsSupplemental Agreement of the Proxy Agreement • September 9th, 2020 • Lixiang Education Holding Co . LTD • Services-educational services
This Supplemental Agreement of the Proxy Agreement for School’s Sponsors and Directors (hereinafter referred to as “this Supplemental Agreement”) was signed by the following parties on November 29, 2018:
LIXIANG EDUCATION HOLDING CO., LTD.Restricted Share Agreement • September 9th, 2020 • Lixiang Education Holding Co . LTD • Services-educational services • Hong Kong
THIS RESTRICTED SHARE AGREEMENT (this “Agreement”), dated ___________________, by and between Lixiang Education Holding Co., Ltd., an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Company”), and __________________________ (the “Participant”) evidences a right (the “Restricted Shares”) granted by the Company to the Participant to the number of the Company’s ordinary shares, par value US$0.0001 per share (the “Ordinary Shares”), first set forth below:
The Supplemental Agreement of the Exclusive Technical Service and Business Consulting Agreement IISupplemental Agreement of the Exclusive Technical Service and Business Consulting Agreement Ii • September 9th, 2020 • Lixiang Education Holding Co . LTD • Services-educational services
This Supplemental Agreement of the Exclusive Technical Service and Business Consulting Agreement (hereinafter referred to this “Supplemental Agreement”) was entered into by the following Parties on March 29, 2019:
The Supplemental Agreement of the Business Cooperation AgreementBusiness Cooperation Agreement • September 9th, 2020 • Lixiang Education Holding Co . LTD • Services-educational services
This Supplemental Agreement of the Business Cooperation Agreement (hereinafter referred to as “this Supplemental Agreement”) was signed by the following parties on November 29, 2018:
SHARE SUBSCRIPTION AGREEMENT By and Among [Purchaser] and Lixiang Education Holding Co., Ltd. ContentsShare Subscription Agreement • August 25th, 2023 • Lixiang Education Holding Co. Ltd. • Services-educational services
1、 Lixiang is an exempted company with limited liability validly incorporated and existing under the laws of the Cayman Islands. As of the execution date of this Agreement, the authorized share capital of Lixiang is US$50,000 divided into 500,000,000 ordinary shares with a par value of US$0.0001 each. As of the execution date of this Agreement, there are 66,667,000 ordinary shares issued and outstanding, including 16,667,000 ordinary shares represented by 3,333,400 American depositary shares (“ADSs”) that Lixiang has publicly issued. Each ADS represents 5 ordinary shares, subject to share division, share consolidation, adjustment of conversion ratio between ordinary share and ADS, recapitalization or other similar events.
Regarding Hangzhou Youxi Information Technology Co., Ltd. Equity Transfer Agreement January 2021Equity Transfer Agreement • April 30th, 2021 • Lixiang Education Holding Co. Ltd. • Services-educational services
Gamefield Hong Kong Limited, a limited company legally incorporated and legally and validly existing in Hong Kong, the People’s Republic of China (hereinafter referred to as “China”), its registered address is RM 1902 EASEY COMM BLDG 253-261 HENNESSY ROAD WANCHAI, HK;
Exclusive Call Option AgreementExclusive Call Option Agreement • May 1st, 2023 • Lixiang Education Holding Co. Ltd. • Services-educational services
This Exclusive Call Option Agreement (hereinafter referred to as “this Agreement”) was entered into by the following parties on March 28, 2023:
The Supplemental Agreement of the Business Cooperation AgreementSupplemental Agreement of the Business Cooperation Agreement • June 18th, 2020 • Lixiang Education Holding Co . LTD • Services-educational services
This Supplemental Agreement of the Business Cooperation Agreement (hereinafter referred to as “this Supplemental Agreement”) was signed by the following parties on November 29, 2018:
The Supplemental Agreement of the Proxy Agreement for ShareholdersSupplemental Agreement of the Proxy Agreement for Shareholders • September 9th, 2020 • Lixiang Education Holding Co . LTD • Services-educational services
This Supplemental Agreement of the Proxy Agreement for Shareholders (hereinafter referred to as “this Supplemental Agreement”) was signed by the following parties on November 29, 2018:
Sponsorship Interests Transfer Agreement of Qingtian Overseas Chinese Experimental High SchoolSponsorship Interests Transfer Agreement • May 15th, 2024 • Lixiang Education Holding Co. Ltd. • Services-educational services • Hong Kong
With respect to sponsorship interests transfer of Qingtian Overseas Chinese Experimental High School (hereinafter referred to as “Overseas Chinese Experimental High School”), the Parties entered into Sponsorship Interests Transfer Agreement of Qingtian Overseas Chinese Experimental High School (hereinafter referred to as “this Agreement”) through friendly consultation on January 15, 2024, for mutual compliance.
Spouse UndertakingSpouse Undertaking • May 1st, 2023 • Lixiang Education Holding Co. Ltd. • Services-educational services
I, Ji Hongfeng, (ID: P601734) am the spouse of Ye Hong, the shareholder of Zhejiang Lishui Mengxiang Education Development Co., Ltd. (“Lishui Mengxiang”). Ye Hong currently directly holds 5% equity of Lishui Mengxiang. Ye Hong together with your company, the other shareholders of Lishui Mengxiang, Domestic Affiliates (as defined in the Contractual Agreement) and other persons executed the Business Cooperation Agreement, the Exclusive Technical Service and Business Consulting Agreement, the Exclusive Call Option Agreement, the Equity Pledge Agreement, the Proxy Agreement for Shareholders, the Powers of Attorney for Shareholders, the Proxy Agreement for School’s Sponsors and Council Members, the Powers of Attorney for School’s Sponsors, the Power of Attorney for School Council Members, the Loan Agreement on January 31, 2023 (the above Agreements are collectively referred to as “Contractual Agreements”) .. In order to avoid possible disputes, I hereby irrevocably make the following undert
The Supplemental Agreement of the Equity Pledge AgreementSupplemental Agreement of the Equity Pledge Agreement • September 9th, 2020 • Lixiang Education Holding Co . LTD • Services-educational services
This Supplemental Agreement of the Equity Pledge Agreement (hereinafter referred to as “this Supplemental Agreement”) was signed by the following parties on November 29, 2018:
The Supplemental Agreement of the Exclusive Call Option AgreementSupplemental Agreement of the Exclusive Call Option Agreement • June 18th, 2020 • Lixiang Education Holding Co . LTD • Services-educational services
This Supplemental Agreement of the Exclusive Call Option (hereinafter referred to as this “Supplemental Agreement”) was entered into by the following parties on November 29, 2018:
The Supplemental Agreement of the Equity Pledge AgreementSupplemental Agreement of the Equity Pledge Agreement • June 18th, 2020 • Lixiang Education Holding Co . LTD • Services-educational services
This Supplemental Agreement of the Equity Pledge Agreement (hereinafter referred to as “this Supplemental Agreement”) was signed by the following parties on November 29, 2018:
The Supplemental Agreement of the Exclusive Call Option AgreementSupplemental Agreement of the Exclusive Call Option Agreement • September 9th, 2020 • Lixiang Education Holding Co . LTD • Services-educational services
This Supplemental Agreement of the Exclusive Call Option (hereinafter referred to as this “Supplemental Agreement”) was entered into by the following parties on November 29, 2018:
The Supplemental Agreement of the Proxy Agreement for ShareholdersSupplemental Agreement of the Proxy Agreement for Shareholders • June 18th, 2020 • Lixiang Education Holding Co . LTD • Services-educational services
This Supplemental Agreement of the Proxy Agreement for Shareholders (hereinafter referred to as “this Supplemental Agreement”) was signed by the following parties on November 29, 2018:
Spouse UndertakingSpouse Undertaking • June 18th, 2020 • Lixiang Education Holding Co . LTD • Services-educational services
I, Ji Hongfeng, (ID: P601734) am the spouse of Ye Hong, the shareholder of Zhejiang Lishui Mengxiang Education Development Co., Ltd. (“Lishui Mengxiang”). Ye Hong currently directly holds 5% equity of Lishui Mengxiang. Ye Hong together with your company, the other shareholders of Lishui Mengxiang, Domestic Affiliates (as defined in the Contractual Agreement) and other persons executed the Business Cooperation Agreement, the Exclusive Technical Service and Business Consulting Agreement, the Exclusive Call Option Agreement, the Equity Pledge Agreement, the Proxy Agreement for Shareholders, the Power of Attorney for Shareholders, the Proxy Agreement for School Sponsors and Directors, the Powers of Attorney for School Sponsors, the Power of Attorney for School Director, the Loan Agreement, (the above Agreements are collectively referred to as “Contractual Agreements”) on October 13, 2018; and have executed the relevant supplemental agreements or contents on November 29, 2018. In order to a
Acknowledgment Agreement of Contractual Agreements of Qingtian Overseas Chinese Experimental High SchoolAcknowledgment Agreement • May 15th, 2024 • Lixiang Education Holding Co. Ltd. • Services-educational services
Supplementary Agreement V to the Investment Cooperation AgreementSupplementary Agreement • May 15th, 2024 • Lixiang Education Holding Co. Ltd. • Services-educational services
This agreement is entered into by the following parties on [ ] in Beijing, People’s Republic of China (hereinafter referred to as “China”) (the “Agreement”):
Business Cooperation AgreementBusiness Cooperation Agreement • May 1st, 2023 • Lixiang Education Holding Co. Ltd. • Services-educational services
This Business Cooperation Agreement (hereinafter referred to as “this Agreement”) was signed by the following parties on March 28, 2023:
