UNDERWRITING AGREEMENTUnderwriting Agreement • November 8th, 2023 • WF International Ltd. • Construction - special trade contractors • New York
The undersigned, WF International Limited, an exempted company incorporated under the laws of the Cayman Islands (the “Company”), hereby confirms its agreement (this “Agreement”) with The Benchmark Company, LLC and Axiom Capital Management, Inc. (each, the “Representative”, and collectively, the “Representatives”) and with the other underwriters, if any, named on Schedule 1 hereto for which the Representatives are acting as Representative (the Representatives and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
EMPLOYMENT AGREEMENTEmployment Agreement • November 8th, 2023 • WF International Ltd. • Construction - special trade contractors • New York
This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of October 9, 2023 (the “Effective Date”), by and between WF International Limited, an exempted company incorporated under the laws of the Cayman Islands (the “Company”), and Ziyi Liu, an individual (the “Executive”). Except with respect to the direct employment of the Executive by the Company, 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 subsidiaries (collectively, the “Group”).
Procurement contractProcurement Contract • November 8th, 2023 • WF International Ltd. • Construction - special trade contractors
In accordance with the Contract Law of the People’s Republic of China and other relevant laws and administrative regulations, combined with the relevant provisions of _________ and the specific situation of this project, following the principles of equality, voluntariness, fairness, and good faith and practicality, both parties have fully negotiated and reached an agreement to enter into this contract.
IN ADDITION, CERTAIN PERSONALLY IDENTIFIABLE INFORMATION HAS BEEN OMITTED FROM THIS EXHIBIT PURSUANT TO ITEM 601(A)(6) OF REGULATION S-K. [*****] INDICATES THAT INFORMATION HAS BEEN REDACTED Lease AgreementLease Agreement • November 8th, 2023 • WF International Ltd. • Construction - special trade contractors
According to the Contract Law of the People’s Republic of China and relevant laws and regulations, Party A and Party B, on an equal and voluntary basis, enter into this contract regarding the rental of the house by Party A to Party B for use and the rental of the house by Party B.
Lease AgreementLease Agreement • November 8th, 2023 • WF International Ltd. • Construction - special trade contractors
Party A and Party B, in accordance with the relevant laws, administrative regulations, and local regulations of the People’s Republic of China, sign this contract on the basis of legality, equality, voluntariness, and mutual trust, and promise to abide by it jointly.
INDEMNIFICATION ESCROW AGREEMENTIndemnification Escrow Agreement • November 8th, 2023 • WF International Ltd. • Construction - special trade contractors • New York
THIS AGREEMENT (this “Agreement”) is made as of [●], 2023 by and among WF International Limited, a Cayman Islands exempted company (the “Issuer”), the Underwriters whose names and addresses appears on the Information Sheet (as defined herein) attached to this Agreement and [●] (the “Escrow Agent”). Capitalized terms used herein and not otherwise defined herein shall have the respective meaning set forth in the Underwriting Agreement (as defined below).
