Star Fashion Culture Holdings LTD Sample Contracts

STAR FASHION CULTURE HOLDINGS LIMITED UNDERWRITING AGREEMENT
Underwriting Agreement • October 21st, 2024 • Star Fashion Culture Holdings LTD • Services-advertising • New York

Star Fashion Culture Holdings Limited, a British Virgin Islands company (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of Star Fashion Culture Holdings Limited, (the “Company”)) hereby confirms its agreement (this “Agreement”) with Cathay Securities, Inc. (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:

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INDEMNIFICATION AGREEMENT
Indemnification Agreement • June 14th, 2024 • Star Fashion Culture Holdings LTD • Services-advertising • New York

THIS INDEMNIFICATION AGREEMENT (the “Agreement”), dated as of [date], is by and between Star Fashion Culture Holdings Limited, a company registered and incorporated in the Cayman Islands (the “Company”), and [name], a member of the Company’s board of director (the “Board”) (the “Indemnitee”).

DIRECTOR APPOINTMENT AGREEMENT
Director Appointment Agreement • June 14th, 2024 • Star Fashion Culture Holdings LTD • Services-advertising

THIS DIRECTOR APPOINTMENT AGREEMENT (this “Agreement”), dated as of [date], is by and between Star Fashion Culture Holdings Limited, a company registered and incorporated in the Cayman Islands (the “Company”), and [name], an individual (the “Director”).

INDEPENDENT DIRECTOR APPOINTMENT AGREEMENT
Independent Director Appointment Agreement • June 14th, 2024 • Star Fashion Culture Holdings LTD • Services-advertising

THIS INDEPENDENT DIRECTOR APPOINTMENT AGREEMENT (this “Agreement”), dated as of [date], is by and between Star Fashion Culture Holdings Limited, a company registered and incorporated in the Cayman Islands (the “Company”), and [name], an individual (the “ID”).

Xiamen Star Fashion Culture Media Co., Ltd. Equity Transfer Agreement
Equity Transfer Agreement • July 3rd, 2024 • Star Fashion Culture Holdings LTD • Services-advertising

Xiamen Star Fashion Culture Media Co., Ltd. is a limited company registered in accordance with the Company Law of the People’s Republic of China, with a registered capital of 30 million yuan. Party A has now decided to hold the company 32% of the equity (subscribed registered capital of 9.6 million yuan) shall be transferred to Party B in accordance with the conditions stipulated in this Agreement. On the principle of voluntariness, equality, fairness and good faith, Party A and Party B reach the following agreement through consultation:

Xiamen Star Fashion Culture Media Co., Ltd. Equity Transfer Agreement
Equity Transfer Agreement • July 3rd, 2024 • Star Fashion Culture Holdings LTD • Services-advertising

Xiamen Star Fashion Culture Media Co., Ltd. is a limited company registered in accordance with the Company Law of the People’s Republic of China, with a registered capital of 30 million yuan. Party A has now decided to hold the company 50% of the equity (subscribed registered capital of 15 million yuan) shall be transferred to Party B in accordance with the conditions stipulated in this Agreement. On the principle of voluntariness, equality, fairness and good faith, Party A and Party B reach the following agreement through consultation:

Xiamen Star Fashion Culture Media Co., Ltd. Equity Transfer Agreement
Equity Transfer Agreement • July 3rd, 2024 • Star Fashion Culture Holdings LTD • Services-advertising

Xiamen Star Fashion Culture and Media Co., Ltd. is a limited company registered in accordance with the Company Law of the People’s Republic of China, with a registered capital of 30 million yuan. Party A now decides to transfer 5% of the equity of the company (subscribed registered capital of 1.5 million yuan) to Party B in accordance with the conditions stipulated in this Agreement. On the principle of voluntariness, equality, fairness and good faith, Party A and Party B reach the following agreement through consultation:

Xiamen Star Fashion Culture Media Co., Ltd. Equity Transfer Agreement
Equity Transfer Agreement • July 3rd, 2024 • Star Fashion Culture Holdings LTD • Services-advertising

Xiamen Star Fashion Culture Media Co., Ltd. is a limited company registered in accordance with the Company Law of the People’s Republic of China, with a registered capital of 30 million yuan. Party A now decides to transfer 4% of the equity of the company (subscribed registered capital of 1.2 million yuan) to Party B in accordance with the conditions stipulated in this Agreement. On the principle of voluntariness, equality, fairness and good faith, Party A and Party B reach the following agreement through consultation:

Xiamen Star Fashion Culture Media Co., Ltd. Equity Transfer Agreement
Equity Transfer Agreement • July 3rd, 2024 • Star Fashion Culture Holdings LTD • Services-advertising

Xiamen Star Fashion Culture Media Co., Ltd. is a limited company registered in accordance with the Company Law of the People’s Republic of China, with a registered capital of 30 million yuan. Party A now decides to transfer 4% of the equity of the company (subscribed registered capital of 1.2 million yuan) to Party B in accordance with the conditions stipulated in this Agreement. On the principle of voluntariness, equality, fairness and good faith, Party A and Party B reach the following agreement through consultation:

Xiamen Star Fashion Culture Media Co., Ltd Equity transfer agreement
Equity Transfer Agreement • July 3rd, 2024 • Star Fashion Culture Holdings LTD • Services-advertising

Xiamen Star Fashion Culture Media Co., Ltd. is a limited company registered in accordance with the Company Law of the People’s Republic of China, with a registered capital of 30 million yuan. Party A now decides to transfer 5% of the equity of the company (subscribed registered capital of 1.5 million yuan) to Party B in accordance with the conditions stipulated in this Agreement. On the principle of voluntariness, equality, fairness and good faith, Party A and Party B reach the following agreement through consultation:

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