UNDERWRITING AGREEMENT between ZHIBAO TECHNOLOGY INC. and EF HUTTON LLC as Representative of the Several Underwriters UNDERWRITING AGREEMENTUnderwriting Agreement • April 4th, 2024 • Zhibao Technology Inc. • Insurance agents, brokers & service • New York
CLASS A ORDINARY SHARES PURCHASE WARRANT ZHIBAO TECHNOLOGY INC.Security Agreement • October 2nd, 2024 • Zhibao Technology Inc. • Insurance agents, brokers & service
THIS CLASS A ORDINARY SHARES PURCHASE WARRANT (the “Warrant”) certifies that, for value received, ___________, a ___________company, 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 October 1, 2024 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York, NY time) on October 1, 2029 or such later date as the term has been extended pursuant to Section 2(e) (the “Termination Date”) but not thereafter, to subscribe for and purchase from Zhibao Technology Inc., a Cayman Islands exempted company (the “Company”), up to 79,599 shares of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Common Stock”) (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
ContractNote Agreement • September 23rd, 2024 • Zhibao Technology Inc. • Insurance agents, brokers & service
THIS NOTE HAS NOT BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTRATION STATEMENT UNDER THE SECURITIES ACT OR PURSUANT TO AN AVAILABLE EXEMPTION FROM, OR UPON RECEIPT BY THE COMPANY OF AN OPINION OF COUNSEL ACCEPTABLE TO THE COMPANY THAT REGISTRATION IS NOT REQUIRED UNDER THE SECURITIES ACT. THIS NOTE AND THE SECURITIES ISSUABLE UPON CONVERSION OF THIS NOTE MAY BE PLEDGED IN CONNECTION WITH A BONA FIDE MARGIN ACCOUNT SECURED BY SUCH SECURITIES. ANY TRANSFEREE OF THIS NOTE SHOULD CAREFULLY REVIEW THE TERMS OF THIS NOTE. THE PRINCIPAL AMOUNT REPRESENTED BY THIS NOTE AND, ACCORDINGLY, THE SECURITIES ISSUABLE UPON CONVERSION HEREOF, MAY BE LESS THAN THE AMOUNTS SET FORTH ON THE FACE HEREOF, PURSUANT TO THE TERMS OF THIS NOTE.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 23rd, 2024 • Zhibao Technology Inc. • Insurance agents, brokers & service
This Securities Purchase Agreement (this “Agreement”) is dated as of September 23, 2024, between Zhibao Technology Inc., a Cayman Islands exempted company (the “Company”), and the purchaser identified on the signature pages hereto (together with its successors and assigns, the “Investor”).
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL, AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. REDACTED INFORMATION IS MARKED WITH A [*****] Shareholder Agreement Of...Shareholder Agreement • December 22nd, 2023 • Zhibao Technology Inc. • Insurance agents, brokers & service
Group: (1) Zhibao Technology (Shanghai) Co., Ltd. (the “Company”, formerly known as Shanghai Julai Investment Management Co., Ltd.) (currently known as Zhibao Technology Co., Ltd.) Registered address: Room 434, 4/F, No. 88 Maoxing Road, China (Shanghai) Pilot Free Trade Zone Legal representative: Ma Botao
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL, AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. REDACTED INFORMATION IS MARKED WITH A [*****]Premises Lease Contract • December 22nd, 2023 • Zhibao Technology Inc. • Insurance agents, brokers & service
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • September 23rd, 2024 • Zhibao Technology Inc. • Insurance agents, brokers & service
THIS REGISTRATION RIGHTS AGREEMENT (the “Agreement”) is dated as of September 23, 2024, by and among Zhibao Technology Inc. (the “Company”), and the Person identified on the signature pages hereto as the “Investor” (together with its respective successors and assigns, the “Investor”).
Equity Transfer Agreement for Zhibao Technology Co., Ltd.Equity Transfer Agreement • December 22nd, 2023 • Zhibao Technology Inc. • Insurance agents, brokers & service
Transferor: [ ] (hereinafter referred to as “Party A”), a company incorporated in China, Unified Social Credit Code: [ ], having its address at [ ].
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL, AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. REDACTED INFORMATION IS MARKED WITH A [*****] Agreement for Cooperation...Agreement for Cooperation in Third-Party Management Services • December 22nd, 2023 • Zhibao Technology Inc. • Insurance agents, brokers & service
In order to be mutually beneficial and complementary and promote common development of both parties, Party A and Party B, on the basis of equality, voluntariness, friendship and good faith, and in accordance with the Civil Code and other Chinese laws and regulations, hereby enter into this Agreement by consensus on products and cooperation for mutual compliance.
SUBSIDIARY GUARANTEESubsidiary Guarantee • September 23rd, 2024 • Zhibao Technology Inc. • Insurance agents, brokers & service
This SUBSIDIARY GUARANTEE (as amended, restated, supplemented, or otherwise modified and in effect from time to time, this “Guarantee”) is made as of September 23, 2024, jointly and severally, by and among Zhibao Technology Inc., a Cayman Islands exempted company (the “Company”), and the Company’s undersigned Subsidiaries which are all Subsidiaries of the Company as of the date hereof (together with each other Person who becomes a party to this Guarantee by execution of a joinder in the form of Exhibit A attached hereto, which shall include all Subsidiaries (as defined in the Purchase Agreement (as defined below)) of the Company formed or acquired after the date hereof for so long as this Guarantee remains in effect, shall be referred to individually as a “Guarantor” and collectively as the “Guarantors”), in favor of __________, a __________, as agent for the Investor (the “Collateral Agent”), for the benefit of itself as the Investor (as defined in the Purchase Agreement).
CLASS A ORDINARY SHARES PURCHASE WARRANT ZHIBAO TECHNOLOGY INC.Security Agreement • December 11th, 2024 • Zhibao Technology Inc. • Insurance agents, brokers & service
THIS CLASS A ORDINARY SHARES PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _______, a ______ company, 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 December 11, 2024 (the “Original Issuance Date”) and on or prior to 5:00 p.m. (New York, NY time) on December 11, 2029 or such later date as the term has been extended pursuant to Section 2(e) (the “Termination Date”) but not thereafter, to subscribe for and purchase from Zhibao Technology Inc., a Cayman Islands exempted company (the “Company”), up to 160,020 shares of the Company’s Class A ordinary shares, par value $0.0001 per share (the “Common Stock”) (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
House Lease AgreementHouse Lease Agreement • September 8th, 2023 • Zhibao Technology Inc. • Insurance agents, brokers & service
Party A and Party B, in order to clarify the rights and obligations of both parties related to the house lease, reached an agreement through negotiation as follows:
PRE-FUNDED CLASS A ORDINARY SHARES PURCHASE WARRANT ZHIBAO TECHNOLOGY INC.Pre-Funded Class a Ordinary Shares Purchase Warrant • September 23rd, 2024 • Zhibao Technology Inc. • Insurance agents, brokers & service
THIS PRE-FUNDED CLASS A ORDINARY SHARES PURCHASE WARRANT (the “Warrant”) certifies that, for value received, __________, a __________, 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 occurrence of an Event of Default (as defined in the convertible promissory note, entered into by and between the Company and the Holder on September 23, 2024, the “Note”) (the “Initial Exercise Date”) and until the date on which no Notes are outstanding or may be issuable under the Purchase Agreement (as defined below) (the “Termination Date”) but not thereafter, to subscribe for and purchase from Zhibao Technology Inc., a Cayman Islands exempted company (the “Company”), up to 191,522 shares (as subject to adjustment hereunder, the “Warrant Shares”) of Common Stock. The purchase price of one share of Common Stock under this Warrant shall be equal to the Exercise Price, as defined in S
Labor ContractLabor Contract • September 8th, 2023 • Zhibao Technology Inc. • Insurance agents, brokers & service • Shanghai
In accordance with the Labor Law of the People’s Republic of China, the Labor Contract Law of the People’s Republic of China and other relevant laws, regulations, rules and local provisions, Party A and Party B have entered into this Contract by mutual agreement on the principle of equality and voluntariness.
Labor Contract ConfidentialLabor Contract • September 8th, 2023 • Zhibao Technology Inc. • Insurance agents, brokers & service
In accordance with the Contract Law of the People’s Republic of China, the General Principles (Provisions) of the Civil Law of the People’s Republic of China and other laws and regulations and the rules and regulations formulated by Party A, Party A and Party B enter into this Contract on an equal and voluntary basis and by consensus, and shall abide by the terms and conditions set forth herein.
CERTAIN IDENTIFIED INFORMATION HAS BEEN EXCLUDED FROM THE EXHIBIT BECAUSE IT IS BOTH (i) NOT MATERIAL, AND (ii) IS THE TYPE THAT THE REGISTRANT TREATS AS PRIVATE OR CONFIDENTIAL. REDACTED INFORMATION IS MARKED WITH A [*****] Agreement for Investment...Agreement for Investment by Share Subscription • December 22nd, 2023 • Zhibao Technology Inc. • Insurance agents, brokers & service • Hong Kong
Insurance Comprehensive Brand Service Procurement Agreement Party A: […] Address: […] Postal Code: […]Insurance Comprehensive Brand Service Procurement Agreement • October 31st, 2024 • Zhibao Technology Inc. • Insurance agents, brokers & service
Party B: Sunshine Insurance Brokerage (Shanghai) Co., Ltd. Address: Floor 3, Building 6, No. 727 Wuxing Road, Pudong New District, Shanghai Postal Code: 201204
J·Tree Work Center Lease ContractLease Contract • September 8th, 2023 • Zhibao Technology Inc. • Insurance agents, brokers & service
WHEREAS Party A has the right to sublease the premises hereunder and Party B is willing to rent the premises hereunder, Party A and Party B have entered into this Contract by consensus on the basis of equality, voluntariness, fairness and good faith.
SECURITY AGREEMENTSecurity Agreement • September 23rd, 2024 • Zhibao Technology Inc. • Insurance agents, brokers & service
THIS SECURITY AGREEMENT (as may be amended, restated, supplemented or otherwise modified from time to time, this “Agreement”) dated as of September 23, 2024, by and among Zhibao Technology Inc., a Cayman Islands exempted company (the “Company”), with corporate headquarter at Floor 3, Building 6, Wuxing Road, Lane 272, Pudong New Area, Shanghai, China 201204, the Company’s Subsidiaries which are set forth on the signature page(s) hereto (the Company, each Subsidiary, and each other Person who becomes a party to this Agreement by execution of a joinder in the form of Exhibit A attached hereto, which shall include all Subsidiaries of the Company formed, registered, incorporated or acquired after the date hereof which have any assets located in or which are otherwise subject to the jurisdiction of any state or territory of the United States, are hereinafter sometimes referred to individually as a “Debtor” and, collectively, as the “Debtors”) and __________, a __________, in its capacity as
Inclusive Commercial Health Insurance Project Cooperation AgreementCooperation Agreement • September 30th, 2024 • Zhibao Technology Inc. • Insurance agents, brokers & service
To comprehensively and thoroughly implement the “Guidance on Promoting the Development of Inclusive Commercial Health Insurance and Further Improving the Multi-level Medical Security System” jointly issued by the [*****] Provincial Medical Security Bureau, Provincial Tax Bureau, Provincial Local Financial Supervision Bureau, Provincial Department of Education, Provincial State-owned Assets Supervision and Administration Commission, Provincial Civil Affairs Department, Provincial Rural Revitalization Bureau, Provincial Federation of Trade Unions, and Provincial Federation for the Disabled ([*****] Medical Insurance Issue [2022] No. 16), and to perfect the construction of the multi-level medical security system in [*****], accelerate the advancement of the [*****] Inclusive Commercial Health Insurance Project (hereinafter referred to as the “[*****]” project), standardize the operation of the project, and clarify the rights and obligations of all parties in cooperation, the parties have
Zhibao Technology Inc.Securities Purchase Agreement • December 11th, 2024 • Zhibao Technology Inc. • Insurance agents, brokers & service
Reference is made to that certain Securities Purchase Agreement (the “SPA”) and Senior Secured 10% Original Issue Discount Convertible Promissory Note (the “Note”) dated September 23, 2024. Capitalized terms used and not defined herein have the meaning given them in the SPA. By signing below, the undersigned parties agree as follows:
