INDEMNITY AGREEMENTIndemnification Agreement • December 3rd, 2021 • TradeUP Global Corp • Services-computer processing & data preparation • New York
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of [●], 20[●], by and between SAI.TECH Global Corporation, a Cayman Islands exempted company (the “Company”), and [●] (“Indemnitee”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 16th, 2021 • TradeUP Global Corp • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of [●], 2021, is made and entered into by and among TradeUP Global Corporation, a Cayman Islands exempted company (the “Company”), TradeUP Global Sponsor LLC, a Cayman Islands limited liability company (the “Sponsor”), and each individual named on the signature pages hereto, (together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively the “Holders”).
4,000,000 Units TradeUP Global Corporation UNDERWRITING AGREEMENTUnderwriting Agreement • May 4th, 2021 • TradeUP Global Corp • Blank checks • New York
The undersigned, TradeUP Global Corporation, a Cayman Islands exempted company (“Company”), hereby confirms its agreement with US Tiger Securities, Inc. (hereinafter referred to as “you”, “US Tiger”, or the “Representative”) and with the other underwriters named on Schedule A hereto for which you are acting as representative (the Representative and the other Underwriters being collectively referred to herein as the “Underwriters” or, individually, an “Underwriter”), as follows:
Re: Securities Subscription AgreementSecurities Subscription Agreement • March 4th, 2021 • TradeUP Global Corp • New York
TradeUP Global Corporation, a Cayman Islands exempted company (the “Company” or “us”), is pleased to accept the offer of TradeUP Global Sponsor LLC, a Cayman Islands limited liability company (the “Subscriber” or “you”), to purchase 1,150,000 shares of Class B ordinary shares (the “Shares”), par value $0.0001 per share (the “Class B Ordinary Shares” and, together with all other classes of Company ordinary shares, the “Ordinary Shares”), of which up to 150,000 Shares are subject to complete or partial forfeiture by you if the underwriter of the initial public offering (“IPO”) of the Company does not fully exercise its over-allotment option (the “Over-allotment Option”). The terms of this letter agreement (this “Agreement”) on which the Company is willing to sell, and the Subscriber is willing to purchase, the Shares, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:
AMENDED AND RESTATED WARRANT AGREEMENT TRADEUP GLOBAL CORPORATION and VSTOCK TRANSFER, LLC Dated June 7, 2021Warrant Agreement • June 8th, 2021 • TradeUP Global Corp • Blank checks • New York
This Amended and Restated Warrant Agreement (this “Agreement”), dated June 7, 2021, is by and between TradeUP Global Corporation, a Cayman Islands exempted company (the “Company”), and VStock Transfer LLC, as warrant agent (in such capacity, the “Warrant Agent”). This Agreement amends and restates the Warrant Agreement dated as of April 28, 2021, by and among the Company and the Warrant Agent (the “Initial Warrant Agreement”).
TradeUP Global Corporation New York, New York 10022Underwriting Agreement • May 4th, 2021 • TradeUP Global Corp • 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 between TradeUP Global Corporation, a Cayman Islands exempted company (the “Company”), US Tiger Securities, Inc., as representative (the “Representative”) of the several underwriters (the “Underwriters”), relating to an underwritten initial public offering (the “Public Offering”) of 4,000,000 of the Company’s units (including 600,000 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-half 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 Public Offering pursuant to a registration sta
TRADEUP GLOBAL CORPORATION and VSTOCK TRANSFER, LLC Dated [●], 2021Warrant Agreement • April 16th, 2021 • TradeUP Global Corp • Blank checks • New York
This Warrant Agreement (this “Agreement”), dated [●], 2021, is by and between TradeUP Global Corporation, a Cayman Islands exempted company (the “Company”), and VStock Transfer LLC, as warrant agent (in such capacity, the “Warrant Agent”).
4,000,000 Units1 TradeUP Global Corporation UNDERWRITING AGREEMENTUnderwriting Agreement • April 7th, 2021 • TradeUP Global Corp • Blank checks • New York
The undersigned, TradeUP Global Corporation, a Cayman Islands exempted company (“Company”), hereby confirms its agreement with US Tiger Securities, Inc. (hereinafter referred to as “you”, “US Tiger”, or the “Representative”) and with the other underwriters named on Schedule A hereto for which you are acting as representative (the Representative and the other Underwriters being collectively referred to herein as the “Underwriters” or, individually, an “Underwriter”), as follows:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 21st, 2022 • SAI.TECH Global Corp • Services-computer processing & data preparation • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of [ ], 2022, between SAI.TECH Global Corporation, a Cayman Islands exempt company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
INDEMNITY AGREEMENTIndemnification & Liability • May 4th, 2021 • TradeUP Global Corp • Blank checks • New York
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of April 28, 2021, by and between TradeUP Global Corporation, a Cayman Islands exempted company (the “Company”), and [ ] (“Indemnitee”).
Up to US$10,000,000 of Class A Ordinary Shares EQUITY DISTRIBUTION AGREEMENTEquity Distribution Agreement • September 11th, 2023 • SAI.TECH Global Corp • Services-computer processing & data preparation • New York
SAI.TECH Global Corporation, a Cayman Islands exempted company (the “Company”), proposes to issue and sell through Maxim Group LLC (“Maxim”), the exclusive agent (the “Agent”), Class A ordinary shares of the Company, par value $0.0001 per share (the “Ordinary Shares”), having an aggregate offering price of up to US$10,000,000 of Ordinary Shares (the Ordinary Shares subject to this Equity Distribution Agreement (this “Agreement”) being referred to herein as the “Shares”) on terms set forth herein. The Shares consist entirely of authorized but unissued Ordinary Shares to be issued and sold by the Company.
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • May 4th, 2021 • TradeUP Global Corp • Blank checks • New York
This Investment Management Trust Agreement (this “Agreement”) is made effective as of April 9, 2021 by and between TradeUP Global Corporation, a Cayman Islands exempted company (the “Company”), and Wilmington Trust, National Association, a national banking association (the “Trustee”).
CLASS B WARRANT TO PURCHASE CLASS A ORDINARY SHARES OF SAI.TECH GLOBAL CORPORATIONWarrant Agreement • August 25th, 2022 • SAI.TECH Global Corp • Services-computer processing & data preparation • New York
THIS CLASS B WARRANT TO PURCHASE CLASS A ORDINARY SHARES (the “Warrant”) certifies that, for value received, _____________ 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 the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on [_____], 20__ 1 (the “Termination Date”) but not thereafter, to subscribe for and purchase from SAI.TECH Global Corporation, a company incorporated under the laws of the Cayman Islands (the “Company”), up to [___] Class A Ordinary Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Class A Ordinary Share, par value $0.0001 per share (“Ordinary Share”), under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant shall initially be issued and maintained in the form of a security held in book-entry form and the Depository Trust C
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • May 4th, 2021 • TradeUP Global Corp • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of April 28, 2021, is made and entered into by and among TradeUP Global Corporation, a Cayman Islands exempted company (the “Company”), TradeUP Global Sponsor LLC, a Cayman Islands limited liability company (the “Sponsor”), and each individual named on the signature pages hereto, (together with the Sponsor and any person or entity who hereafter becomes a party to this Agreement pursuant to Section 5.2 of this Agreement, a “Holder” and collectively the “Holders”).
PRIVATE PLACEMENT SHARE PURCHASE AGREEMENTPrivate Placement Share Purchase Agreement • May 4th, 2021 • TradeUP Global Corp • Blank checks • New York
THIS PRIVATE PLACEMENT SHARE PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of April 28, 2021, is entered into by and between TradeUP Global Corporation, a Cayman Islands exempted company (the “Company”), and TradeUP Global Sponsor LLC, a Cayman Islands limited liability company (the “Purchaser”).
EMPLOYMENT AGREEMENTEmployment Agreement • September 28th, 2021 • TradeUP Global Corp • Blank checks • Delaware
THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into as of September 27, 2021, by and between TradeUp Global Corporation, a Cayman Islands exempted company incorporated with limited liability with company number 370735 (the “Company”) and Risheng Li (the “Executive”), to be effective as of the Merger Effective Date (the “Effective Date”), as such term is defined in that certain Business Company Agreement, dated the date hereof, by and among the Company, TGC Merger Sub, a Cayman Islands exempted company incorporated with limited liability with company number 380624 and wholly owned subsidiary of the Company, and SAITECH Limited, a Cayman Islands exempted company incorporated with limited liability with company number 371049 (the “Target”) (the “Merger Agreement”). In the event the Closing (as defined in the Merger Agreement) does not occur for any reason, this Agreement will be void ab initio and of no force or effect.
US Tiger Securities, Inc. 437 Madison Avenue, 27th Floor New York, NY 10022 R. F. Lafferty & Co., Inc. 40 Wall Street, 29th Floor, New York, NY 10005Advisory Agreement • May 4th, 2021 • TradeUP Global Corp • Blank checks • New York
This is to confirm our agreement whereby TradeUP Global Corporation, a Cayman Islands exempted company (“Company”), has requested US Tiger Securities, Inc. and R. F. Lafferty & Co., Inc. (the “Advisors”, each an “Advisor”) to assist it in connection with the Company engaging in a merger, share exchange, asset acquisition, stock purchase, recapitalization, reorganization or similar business combination (in each case, a “Business Combination”) with one or more businesses (each a “Target”) as described in the Company’s Registration Statement on Form S-1 (File No. 333- 253849), as amended, filed with the U.S. Securities and Exchange Commission (as amended, the “Registration Statement”) in connection with the Company’s initial public offering (“IPO”).
Mr. Arthur Lee Chief Executive OfficerPlacement Agent Agreement • September 21st, 2022 • SAI.TECH Global Corp • Services-computer processing & data preparation • New York
This letter (the “Agreement”) constitutes the agreement between Maxim Group LLC (“Maxim” or the “Placement Agent”) and SAI.TECH Global Corporation, a Cayman Islands exempt company (the “Company”), pursuant to which the Placement Agent shall serve as the placement agent for the Company, on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of Class A Ordinary Shares of the Company, par value US$0.0001 per share (“Shares”), and Class B warrants (“Warrants”) to purchase Shares of the Company (the “Warrant Shares” and collectively with the Shares and the Warrants, the “Securities”). The terms of the Placement and the Securities shall be mutually agreed upon by the Company and the purchasers (each, a “Purchaser” and collectively, the “Purchasers”) and nothing herein constitutes that the Placement Agent would have the power or authority to bind the Company or any Purchaser or an obligation for the Company to issue any Securities or complete the Pla
RE: Letter Agreement AmendmentLetter Agreement Amendment • September 28th, 2021 • TradeUP Global Corp • Blank checks
This letter amends (this “Letter Agreement Amendment”) that certain letter agreement, dated April 28, 2021, by and among Tradeup Global Corporation (the “Company”), TradeUp Global Sponsor LLC (“Sponsor”), Sponsor, and David X. Li, Tao Jiang and Michael Davidov (each an “Insider and collectively, the “Insiders”) (the “Letter Agreement”). Capitalized terms used herein and not otherwise defined shall have the meanings ascribed to such terms in the Combination Agreement (as defined below).
SAI.TECH Global Corporation and [WARRANT AGENT], as Warrant Agent Warrant Agency Agreement Dated as of [ ] __, 2022 WARRANT AGENCY AGREEMENTWarrant Agency Agreement • August 25th, 2022 • SAI.TECH Global Corp • Services-computer processing & data preparation • New York
WARRANT AGENCY AGREEMENT, dated as of [ ] __, 2022 (“Agreement”), between SAI.TECH Global Corporation, a corporation organized under the laws of the Cayman Islands (the “Company”), and [WARRANT AGENT], a corporation organized under the laws of [ ] (the “Warrant Agent”).
SECURITIES ASSIGNMENT AGREEMENTSecurities Assignment Agreement • March 4th, 2021 • TradeUP Global Corp
This Securities Assignment Agreement is dated as of March 2, 2021 (this “Assignment”), by and among TradeUp Global Sponsor LLC, a Cayman limited liability company (the “Seller”), and the parties identified on the signature page hereto (each a “Buyer” and collectively, the “Buyers”).
SUPPORT AGREEMENTSupport Agreement • September 28th, 2021 • TradeUP Global Corp • Blank checks
This SUPPORT AGREEMENT (this “Agreement”) is made and entered into as of September 27, 2021, by and among SAITECH Limited, a Cayman Islands exempted company incorporated with limited liability (the “Company”), TradeUP Global Corporation, a Cayman Islands exempted company incorporated with limited liability (the “Purchaser”), TradeUP Global Sponsor LLC, a Cayman Islands exempted limited liability company (“Sponsor”), and the undersigned parties who hold Subject Shares subject to the Letter Agreement (as defined herein)(such parties, the “Insiders” and together with the Sponsor, the “Founder Holders”).
Mr. Arthur Lee Chief Executive OfficerPlacement Agent Agreement • September 26th, 2022 • SAI.TECH Global Corp • Services-computer processing & data preparation • New York
This letter (the “Agreement”) constitutes the agreement between Maxim Group LLC (“Maxim” or the “Placement Agent”) and SAI.TECH Global Corporation, a Cayman Islands exempt company (the “Company”), pursuant to which the Placement Agent shall serve as the placement agent for the Company, on a “reasonable best efforts” basis, in connection with the proposed placement (the “Placement”) of Class A Ordinary Shares of the Company, par value US$0.0001 per share (“Shares”), and Class B warrants (“Warrants”) to purchase Shares of the Company (the “Warrant Shares” and collectively with the Shares and the Warrants, the “Securities”). The terms of the Placement and the Securities shall be mutually agreed upon by the Company and the purchasers (each, a “Purchaser” and collectively, the “Purchasers”) and nothing herein constitutes that the Placement Agent would have the power or authority to bind the Company or any Purchaser or an obligation for the Company to issue any Securities or complete the Pla
PRIVATE PLACEMENT UNIT PURCHASE AGREEMENTPrivate Placement Unit Purchase Agreement • April 7th, 2021 • TradeUP Global Corp • Blank checks • New York
THIS PRIVATE PLACEMENT UNIT PURCHASE AGREEMENT (as it may from time to time be amended and including all exhibits referenced herein, this “Agreement”), dated as of [●], 2021, is entered into by and between TradeUP Global Corporation, a Cayman Islands exempted company (the “Company”), and TradeUP Global Sponsor LLC, a Cayman Islands limited liability company (the “Purchaser”).
Lock-Up AgreementLock-Up Agreement • August 25th, 2022 • SAI.TECH Global Corp • Services-computer processing & data preparation
Amendment to BUSINESS COMBINATION AGREEMENTBusiness Combination Agreement • October 22nd, 2021 • TradeUP Global Corp • Blank checks
This Amendment to Business Combination Agreement (this “BCA Amendment”) is made and entered into as of October 20, 2021 (the “Effective Date”) by and among TradeUp Global Corporation, a Cayman Islands exempted company incorporated with limited liability with company number 370735 (together with its successors, “Purchaser”), TGC Merger Sub, a Cayman Islands exempted company incorporated with limited liability with company number 380624 and a direct wholly owned subsidiary of Purchaser (“Merger Sub”) and SAITECH Limited, a Cayman Islands exempted company incorporated with limited liability with company number 371049 (the “Company”). Purchaser, Merger Sub and the Company are sometimes referred to herein individually as a “Party” and, collectively, as the “Parties”. Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Agreement.
BUSINESS COMBINATION AGREEMENT by and among TRADEUP GLOBAL CORPORATION, as Purchaser, TGC MERGER SUB, as Merger Sub, and SAITECH LIMITED, as the Company, Dated as of September 27, 2021Business Combination Agreement • September 28th, 2021 • TradeUP Global Corp • Blank checks • Delaware
This Business Combination Agreement (this “Agreement”) is made and entered into as of September 27, 2021 by and among TradeUp Global Corporation, a Cayman Islands exempted company incorporated with limited liability with company number 370735 (together with its successors, “Purchaser”), TGC Merger Sub, a Cayman Islands exempted company incorporated with limited liability with company number 380624 and a direct wholly owned subsidiary of Purchaser (“Merger Sub”) and SAITECH Limited, a Cayman Islands exempted company incorporated with limited liability with company number 371049 (the “Company”). Purchaser, Merger Sub and the Company are sometimes referred to herein individually as a “Party” and, collectively, as the “Parties”.
THIRD AMENDMENT TO BUSINESS COMBINATION AGREEMENTBusiness Combination Agreement • March 23rd, 2022 • TradeUP Global Corp • Services-computer processing & data preparation
This THIRD AMENDMENT TO BUSINESS COMBINATION AGREEMENT (this “Third Amendment”) is entered into as of March 22, 2022, by and among TradeUp Global Corporation, a Cayman Islands exempted company incorporated with limited liability with company number 370735 (“Purchaser”), TGC Merger Sub, a Cayman Islands exempted company incorporated with limited liability with company number 380624 and a direct wholly owned subsidiary of Purchaser (“Merger Sub”) and SAITECH Limited, a Cayman Islands exempted company incorporated with limited liability with company number 371049 (the “Company”). Purchaser, Merger Sub and the Company are sometimes referred to herein as a “Party” and collectively as the “Parties”. Capitalized terms used but not defined herein shall have the meanings assigned to such terms in the Agreement.
WARRANT AGREEMENTWarrant Agreement • May 4th, 2021 • TradeUP Global Corp • Blank checks • New York
This Warrant Agreement (this “Agreement”), dated April 28, 2021, is by and between TradeUP Global Corporation, a Cayman Islands exempted company (the “Company”), and VStock Transfer LLC, as warrant agent (in such capacity, the “Warrant Agent”).
