INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • September 15th, 2020 • Prime Impact Acquisition I • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of September 9, 2020 by and between Prime Impact Acquisition I, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation (the “Trustee”).
Prime Impact Acquisition I 360 S Market Street #2202 San Jose, CA 95113Securities Subscription Agreement • August 12th, 2020 • Prime Impact Acquisition I • Blank checks • New York
This agreement (this “Agreement”) is entered into on July 23, 2020 by and between Prime Impact Cayman, LLC, a Cayman Islands exempted company (the “Subscriber” or “you”), and Prime Impact Acquisition I, a Cayman Islands limited liability company (the “Company”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to subscribe for and purchase 8,625,000 Class B ordinary shares, $0.0001 par value per share (the “Shares”), up to 1,125,000 of which are subject to forfeiture by you if the underwriters of the initial public offering (“IPO”) of units (“Units”) of the Company do not fully exercise their over-allotment option (the “Overallotment Option”). The Company and the Subscriber’s agreements regarding such Shares are as follows:
INDEMNIFICATION AGREEMENTIndemnification Agreement • August 12th, 2020 • Prime Impact Acquisition I • Blank checks • New York
THIS INDEMNIFICATION AGREEMENT (the “Agreement”) is made and entered into as of August [·] , 2020 between Prime Impact Acquisition I, a Cayman Islands exempted company (the “Company”), and [·] (“Indemnitee”).
PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENTPrivate Placement Warrants Purchase Agreement • September 15th, 2020 • Prime Impact Acquisition I • Blank checks • New York
THIS PRIVATE PLACEMENT WARRANTS PURCHASE AGREEMENT, dated as of September 9, 2020 (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), is entered into by and among Prime Impact Acquisition I, a Cayman Islands exempted company (the “Company”) and Prime Impact Cayman, LLC, a Cayman Islands limited liability company (the “Purchaser”).
REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENTRegistration and Shareholder Rights Agreement • September 15th, 2020 • Prime Impact Acquisition I • Blank checks • New York
THIS REGISTRATION AND SHAREHOLDER RIGHTS AGREEMENT (this “Agreement”), dated as of September 9, 2020, is made and entered into by and among Prime Impact Acquisition I, a Cayman Islands exempted company (the “Company”), Prime Impact Cayman, LLC, a Cayman Islands limited liability company (the “Sponsor”, and together with any person or entity who hereafter becomes a party to this Agreement pursuant to Section 6.2 of this Agreement, a “Holder” and collectively, the “Holders”).
Prime Impact Acquisition I San Jose, California 95112Underwriting Agreement • September 15th, 2020 • Prime Impact Acquisition I • Blank checks • New York
This letter (this “Letter Agreement”) is being delivered to you in accordance with the Underwriting Agreement (the “Underwriting Agreement”) entered into by and among Prime Impact Acquisition I, a Cayman Islands exempted company (the “Company”) and Goldman Sachs & Co. LLC and BofA Securities, Inc, as representatives (the “Representatives”) of the several underwriters named therein (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”) of 34,500,000 of the Company’s units (including 4,500,000 units that may be purchased pursuant to the Underwriters’ option to purchase additional units, the “Units”), each comprised of one of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Ordinary Shares”), and one-third of one redeemable warrant (each whole warrant, a “Warrant”). Each Warrant entitles the holder thereof to purchase one Ordinary Share at a price of $11.50 per share, subject to adjustment. The Units will be sold in the Pu
Prime Impact Acquisition I 30,000,000 Units Ordinary Shares Warrants UNDERWRITING AGREEMENTUnderwriting Agreement • September 15th, 2020 • Prime Impact Acquisition I • Blank checks • New York
Prime Impact Acquisition I, a Cayman Islands exempted company (the "Company"), proposes, subject to the terms and conditions stated in this Agreement (this "Agreement"), to issue and sell to the several underwriters named in Schedule I hereto (collectively, the "Underwriters"), for whom you (the "Representatives") are acting as representatives, 30,000,000 units (the "Units") of the Company (said Units to be issued and sold by the Company being hereinafter called the "Underwritten Securities"). The Company also proposes to grant to the Underwriters an option to purchase up to 4,500,000 additional units to cover over-allotments, if any (the "Option Securities"; the Option Securities, together with the Underwritten Securities, being hereinafter called the "Securities"). To the extent there are no additional Underwriters listed on Schedule I other than you, the term Representatives as used herein shall mean you, as the Underwriters, and the term Underwriter shall mean either the singular o
WARRANT AGREEMENT PRIME IMPACT ACQUISITION I and CONTINENTAL STOCK TRANSFER & TRUST COMPANYWarrant Agreement • September 15th, 2020 • Prime Impact Acquisition I • Blank checks • New York
THIS WARRANT AGREEMENT (this “Agreement”), dated September 9, 2020, is by and between Prime Impact Acquisition I, a Cayman Islands exempted company (the “Company”), and Continental Stock Transfer & Trust Company, a New York corporation, as warrant agent (in such capacity, the “Warrant Agent”).
FORM OF SUBSCRIPTION AGREEMENTSubscription Agreement • September 11th, 2023 • Prime Impact Acquisition I • Blank checks
This Subscription Agreement (this “Subscription Agreement”) is being entered into as of September 11, 2023, by and among Prime Impact Acquisition I, an exempted company incorporated under the laws of the Cayman Islands (“SPAC”), Cheche Group Inc., an exempted company newly formed under the laws of the Cayman Islands (the “Issuer”) and the undersigned subscriber (the “Investor”), in connection with the Business Combination Agreement, dated as of January 29, 2023 (as may be amended, supplemented or otherwise modified from time to time, the “Transaction Agreement”), by and among SPAC, the Issuer, Cheche Technology Inc., an exempted company incorporated under the laws of the Cayman Islands (the “Company”) and the other parties thereto providing for the combination of SPAC, the Issuer and the Company, on the terms and subject to the conditions therein pursuant to (i) the merger of SPAC with the Issuer, with the Issuer being the surviving entity (the “Initial Merger”), followed by (ii) the m
BUSINESS COMBINATION AGREEMENT by and among PRIME IMPACT ACQUISITION I, CHECHE MERGER SUB INC., CHECHE GROUP INC., and CHECHE TECHNOLOGY INC. Dated as of January 29, 2023Business Combination Agreement • January 30th, 2023 • Prime Impact Acquisition I • Blank checks
This Business Combination Agreement, dated as of January 29, 2023 (this “Agreement”), is entered into by and among Prime Impact Acquisition I, a Cayman Islands exempted company (together with its successor, “SPAC”), Cheche Group Inc., a Cayman Islands exempted company (“Holdings”), Cheche Merger Sub Inc., a Cayman Islands exempted company and wholly owned direct Subsidiary of Holdings (“Merger Sub”), and Cheche Technology Inc., a Cayman Islands exempted company (the “Company”). SPAC, Holdings, Merger Sub and the Company are collectively referred to herein as the “Parties” and individually as a “Party”.
Prime Impact Acquisition I September 9, 2020Office Space and Administrative Services Agreement • September 15th, 2020 • Prime Impact Acquisition I • Blank checks
IRREVOCABLE WAIVERIrrevocable Waiver • September 13th, 2023 • Prime Impact Acquisition I • Blank checks
Reference is made to certain shareholder support agreement dated and , respectively (the “Agreements”) by and among Prime Impact Acquisition I, a Cayman Islands exempted company (“SPAC”), Cheche Group Inc., a Cayman Islands exempted company (“Holdings”), Cheche Technology, Inc., a Cayman Islands exempted company (the “Company”) and certain shareholders of the Company (each a “Written Consent Party” and collectively, the “Written Consent Parties”). Capitalized terms used but not otherwise defined herein shall have the same meanings ascribed to such terms in the Agreements.
AMENDMENT TO SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • September 13th, 2023 • Prime Impact Acquisition I • Blank checks
This Amendment dated as of September , 2023 (this “Amendment”) to the Sponsor Support Agreement dated as of January 29, 2023 (the “Agreement”) by and among Prime Impact Acquisition I, a Cayman Islands exempted company (the “SPAC”), Cheche Technology Inc., a Cayman Islands exempted company (the “Company”), Prime Impact Cayman, LLC (the “Sponsor”), Cheche Group Inc., a Cayman Islands exempted company (“Holdings”) and wholly owned direct Subsidiary of the Sponsor. Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Agreement.
AGREEMENTBusiness Combination Agreement • September 13th, 2023 • Prime Impact Acquisition I • Blank checks • New York
This AGREEMENT (this “Agreement”) is made as of this 11th day of September 2023 by and among Prime Impact Acquisition I (“SPAC”), Cheche Technology Inc., a Cayman Islands exempted company (the “Company”), Cheche Group Inc., a Cayman Islands exempted company (“Holdings”) and , a company incorporated under the laws of (the “Buyer”).
FORM OF SHAREHOLDER SUPPORT AGREEMENTShareholder Support Agreement • January 30th, 2023 • Prime Impact Acquisition I • Blank checks • New York
This Shareholder Support Agreement (this “Agreement”) is made and entered into as of January 29, 2023, by and among Prime Impact Acquisition I, a Cayman Islands exempted company (“SPAC”), Cheche Group Inc., a Cayman Islands exempted company (“Holdings”), Cheche Technology Inc., a Cayman Islands exempted company (the “Company”) and the undersigned shareholders of the Company (each, a “Written Consent Party” and, collectively, the “Written Consent Parties”). Capitalized terms used but not otherwise defined herein shall have the respective meanings ascribed to such terms in the Business Combination Agreement.
SPONSOR SUPPORT AGREEMENTSponsor Support Agreement • January 30th, 2023 • Prime Impact Acquisition I • Blank checks
This SPONSOR SUPPORT AGREEMENT, dated as of January 29, 2023 (this “Agreement”), by and among Prime Impact Acquisition I, a Cayman Islands exempted company (the “SPAC”), Cheche Technology Inc., a Cayman Islands exempted company (the “Company”), Prime Impact Cayman, LLC (the “Sponsor”), Cheche Group Inc., a Cayman Islands exempted company (“Holdings”) and wholly owned direct Subsidiary of the Sponsor.
Letter AgreementLetter Agreement • September 13th, 2023 • Prime Impact Acquisition I • Blank checks • New York
This letter agreement (this “Letter Agreement”), dated as of September 13, 2023, is entered into by and among Prime Impact Acquisition I, a Cayman Islands exempted company (“SPAC”), Cheche Group Inc., a Cayman Islands exempted company (“Holdings”), Cheche Technology Inc., a Cayman Islands exempted company (the “Company”), Cheche Merger Sub Inc., a Cayman Islands exempted company and wholly owned direct Subsidiary of Holdings (“Merger Sub”) and Prime Impact Cayman, LLC (the “Sponsor”). SPAC, Holdings, the Company, Merger Sub and the Sponsor are collectively referred to herein as the “Parties” and individually as a “Party”. Capitalized terms used herein and not otherwise defined shall have the meanings set forth in the BCA (as defined below).
