XCHG LIMITED AND THE BANK OF NEW YORK MELLON As Depositary AND OWNERS AND HOLDERS OF AMERICAN DEPOSITARY SHARES Deposit AgreementDeposit Agreement • June 10th, 2024 • XCHG LTD • Power, distribution & specialty transformers • New York
DEPOSIT AGREEMENT dated as of __________, 2024 among XCHG Limited, a company incorporated under the laws of the Cayman Islands (herein called the Company), THE BANK OF NEW YORK MELLON, a New York banking corporation (herein called the Depositary), and all Owners and Holders (each as hereinafter defined) from time to time of American Depositary Shares issued hereunder.
FORM OF INDEMNIFICATION AGREEMENT XCHG LimitedIndemnification Agreement • February 1st, 2024 • XCHG LTD • Power, distribution & specialty transformers
This Indemnification Agreement (this “Agreement”), made and entered into as of the day of , 2023, by and between XCHG Limited, an exempted company with limited liability under the laws of Cayman Islands (the “Company”) and (“Indemnitee”).
FORM OF EMPLOYMENT AGREEMENTEmployment Agreement • June 10th, 2024 • XCHG LTD • Power, distribution & specialty transformers
This Employment Agreement (the “Agreement”), dated as of [MONTH DATE], [YEAR] (the “Effective Date”), is entered between XCHG Limited, a company incorporated in the Cayman Islands (the “Company”) and [NAME] (the “Executive”).
●] American Depositary Shares Representing [●] Class A Ordinary Shares (par value US$0.00001 per share) XCHG LIMITED UNDERWRITING AGREEMENTUnderwriting Agreement • August 16th, 2024 • XCHG LTD • Power, distribution & specialty transformers • New York
Convertible Note Investment Agreement in Relation to Beijing X-Charge Technology Co., Ltd. by and among Beijing X-Charge Technology Co., Ltd. XCHG Limited XCharge Europe GmbH Rui Ding Yifei Hou Wuxi Shenqi Leye Private Equity Funds Partnership L.P....Convertible Note Investment Agreement • February 1st, 2024 • XCHG LTD • Power, distribution & specialty transformers
This Convertible Note Investment Agreement (this “Agreement”) is made and entered into in Beijing of China on June 20, 2023 by and among:
CONVERTIBLE NOTE PURCHASE AGREEMENTConvertible Note Purchase Agreement • February 1st, 2024 • XCHG LTD • Power, distribution & specialty transformers • Hong Kong
Each of the Company, the Founders and the Purchaser shall be referred to individually as a “Party” and collectively as the “Parties”.
AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT by and among XCHG Limited, THE INVESTORS NAMED HEREIN, THE FOUNDERS AND THE FOUNDER ENTITIES NAMED HEREIN, and OTHER RELEVANT PARTIES NAMED HEREIN August 4, 2023Investors’ Rights Agreement • February 1st, 2024 • XCHG LTD • Power, distribution & specialty transformers • Hong Kong
This Amended and Restated Investors’ Rights Agreement (this “Agreement”) is entered into as of August 4, 2023 among the following parties:
WARRANT SUBSCRIPTION AGREEMENT by and among XCHG LIMITED and THE OTHER PARTIES NAMED HEREIN Signing Date: August 4, 2023Warrant Subscription Agreement • February 1st, 2024 • XCHG LTD • Power, distribution & specialty transformers • Hong Kong
The Company, the Major Subsidiaries, the Investors, the Founder Entities and the Founders are collectively referred to as the “Parties”, and each, a “Party”.
Adjustment Agreement on the Convertible Loan InvestmentAdjustment Agreement on the Convertible Loan Investment • June 10th, 2024 • XCHG LTD • Power, distribution & specialty transformers
This Adjustment Agreement on the Convertible Loan Investment (the “Agreement”) is made and entered into as of May 27, 2024 (the “Execution Date”) by and among the following parties in Beijing, China:
INVESTORS’ RIGHTS AGREEMENT by and among XCHG Limited, THE INVESTORS NAMED HEREIN, THE FOUNDERS AND THE FOUNDER ENTITIES NAMED HEREIN and OTHER RELEVANT PARTIES NAMED HEREINInvestors’ Rights Agreement • July 26th, 2023 • XCHG LTD • Power, distribution & specialty transformers • Hong Kong
Convertible Loan Investment Agreement in Relation to Beijing X-Charge Technology Co., Ltd. by and among Beijing X-Charge Technology Co., Ltd. XCHG Limited XCharge Europe GmbH Rui Ding Yifei Hou Wuxi Shenqi Leye Private Equity Funds Partnership L.P....Convertible Loan Investment Agreement • June 10th, 2024 • XCHG LTD • Power, distribution & specialty transformers
This Convertible Loan Investment Agreement (this “Agreement”) is made and entered into in Beijing of China on June 20, 2023 by and among:
WARRANT TERMINATION AGREEMENTWarrant Termination Agreement • June 10th, 2024 • XCHG LTD • Power, distribution & specialty transformers • Hong Kong
This Warrant Termination Agreement (this “Agreement”) is entered into as of May 27, 2024 (the “Execution Date”) by and between the following parties:
