TENTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENT by and among 111, INC. GANG YU JUNLING LIU SUNNY BAY GLOBAL LIMITED IVY CAPITAL 2011 HOLDCO LTD. GOLD STAND GOAL LIMITED CLEARVUE YW HOLDINGS, LTD. VERLINVEST ASIA (HK) LIMITED FIRST PHARMACIA...Shareholder Agreement • June 26th, 2018 • 111, Inc. • Retail-drug stores and proprietary stores • Hong Kong
THIS TENTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENT (this “Agreement”) is made and entered into as of June 19, 2018 by and among 111, Inc., an exempted company incorporated, organized and existing under the laws of the Cayman Islands with limited liability (company registration no. 278041) (the “Company”); Gang Yu, a U.S. citizen (passport number: ********); Junling Liu, an Australian citizen (passport number: ********), the beneficial owner of 100% equity interest of Sunny Bay Global Limited (together with Gang Yu, collectively, the “Founders”, and each a “Founder”); Sunny Bay Global Limited, a company organized and existing under the laws of the British Virgin Islands (company registration no.1758809) (“Sunny Bay”); Ivy Capital 2011 Holdco Ltd., a company organized and existing under the laws of the British Virgin Islands (“Ivy Capital”); Gold Stand Goal Limited, a company organized and existing under the laws of the British Virgin Islands (“Gold Stand”, together with Ivy Capital,
PROPERTY LEASE CONTRACTProperty Lease Contract • June 26th, 2018 • 111, Inc. • Retail-drug stores and proprietary stores
Pursuant to the Contract Law of the People’s Republic of China and other applicable laws and regulations, the lessor and the lessee reached this agreement through friendly consultation:
Shanghai Zhangjiang Hi-tech Park Property Lease/Pre-lease ContractProperty Lease/Pre-Lease Contract • June 26th, 2018 • 111, Inc. • Retail-drug stores and proprietary stores
In accordance with the Contract Law of the People’s Republic of China, Shanghai Property Lease Regulations and other applicable laws and regulations, Party A and Party B, on the basis of equality, free will, fairness and good faith, reach a consensus through consultation and make and enter into this Contract as follows on November 28, 2017:
