FORM OF INDEMNIFICATION AGREEMENT SUNLANDS ONLINE EDUCATION GROUPForm of Indemnification Agreement • February 23rd, 2018 • Sunlands Online Education Group • Services-educational services
This Indemnification Agreement (this “Agreement”), made and entered into as of the day of , 20 , by and between Sunlands Online Education Group, an exempted company with limited liability under the laws of Cayman Islands (the “Company”) and (“Indemnitee”).
Exclusive Technical Consultation and Service AgreementExclusive Technical Consultation and Service Agreement • February 23rd, 2018 • Sunlands Online Education Group • Services-educational services
This Exclusive Technical Consultation and Service Agreement (hereinafter referred to as “Agreement”) was made as of the 15th day of August, 2017 in Beijing, the People’s Republic of China (“PRC”) by and among the parties (hereinafter referred to as “Parties”) as follows:
SHARE SUBSCRIPTION AGREEMENT dated as of September 1, 2017 by and among STUDYVIP ONLINE EDUCATION INTERNATIONAL LIMITED, DIAMOND TOWER INVESTMENTS LIMITED and OTHER PARTIES NAMED HEREINShare Subscription Agreement • February 23rd, 2018 • Sunlands Online Education Group • Services-educational services • Hong Kong
WHEREAS, the Company desires to issue and allot to Orchid Asia, and Orchid Asia desires to subscribe for, certain Series B+ preferred shares with a par value of US$0.0001 per share in the share capital of the Company (the “Series B+ Preferred Shares”) pursuant to the terms and subject to the conditions set forth in this Agreement;
EMPLOYMENT AGREEMENTEmployment Agreement • February 23rd, 2018 • Sunlands Online Education Group • Services-educational services
This Employment Agreement (the “Agreement”), dated as of [MONTH DATE], [YEAR] (the “Effective Date”), is entered between Sunlands Online Education Group, a company incorporated in the Cayman Islands (the “Company”) and [NAME] (the “Executive”).
AMENDED AND RESTATED SHAREHOLDERS AGREEMENT OF STUDYVIP ONLINE EDUCATION INTERNATIONAL LIMITED Dated as of September 1, 2017Shareholders Agreement • February 23rd, 2018 • Sunlands Online Education Group • Services-educational services • Hong Kong
WHEREAS, on the date hereof, Orchid Asia (as defined below) has subscribed from the Company, and the Company has issued and allotted to Orchid Asia, (i) certain number of Series B+ Preferred Shares (as defined below) pursuant to that Share Subscription Agreement, dated as of September 1, 2017 (the “Series B+ Share Subscription Agreement”), by and between the Company, Orchid Asia and certain other parties thereto, and (ii) certain number of Ordinary Shares pursuant to that Share Subscription Agreement, dated as of September 1, 2017, by and between the Company, Orchid Asia and certain other parties thereto (the “Orchid Asia Ordinary Subscription”).
Business Operation AgreementBusiness Operation Agreement • February 23rd, 2018 • Sunlands Online Education Group • Services-educational services
This Business Operation Agreement (hereinafter referred to as “Agreement”) was made as of the 15th day of August, 2017 in Beijing, the People’s Republic of China (“PRC”) by and among the parties (hereinafter referred to as “Parties”) as follows:
SHARE SUBSCRIPTION AGREEMENT dated as of June 19, 2017 by and among STUDYVIP ONLINE EDUCATION INTERNATIONAL LIMITED, THE SERIES A INVESTORS, THE SERIES B INVESTORS and OTHER PARTIES NAMED HEREINShare Subscription Agreement • February 23rd, 2018 • Sunlands Online Education Group • Services-educational services • Hong Kong
WHEREAS, the Company desires to issue and allot to each Series A Investor, and each Series A Investor desires to subscribe for, certain Series A preferred shares with a par value of US$0.0001 per share in the share capital of the Company (the “Series A Preferred Shares”) pursuant to the terms and subject to the conditions set forth in this Agreement;
SUPPLEMENTARY AGREEMENT OF THE SHARE SUBSCRIPTION AGREEMENT dated as of November 25, 2017 by and among STUDYVIP ONLINE EDUCATION INTERNATIONAL LIMITED, THE SERIES A INVESTORS, THE SERIES B INVESTOR THE SERIES B+ INVESTOR RAINBOW LAND LIMITED...Supplementary Agreement • February 23rd, 2018 • Sunlands Online Education Group • Services-educational services • Hong Kong
THIS SUPPLEMENTARY AGREEMENT OF THE SHARE SUBSCRIPTION AGREEMENT (this “Agreement”) is made and entered into as of November 25, 2017, by and among:
Supplementary Agreement to the Restructuring AgreementSupplementary Agreement • February 23rd, 2018 • Sunlands Online Education Group • Services-educational services
This Supplementary Agreement to the Restructuring Agreement (hereinafter referred to as “Agreement”) was made and entered into as of the 25th day of November, 2017 in Beijing of the People’s Republic of China (“PRC”) by and among the parties (hereinafter referred to as “Parties”) as follows:
Equity Interest Pledge AgreementEquity Interest Pledge Agreement • February 23rd, 2018 • Sunlands Online Education Group • Services-educational services
This Equity Interest Pledge Agreement (hereinafter referred to as “Agreement”) was made as of the 15th day of August, 2017 in Beijing, the People’s Republic of China (“PRC”) by and among the parties (hereinafter referred to as “Parties”) as follows:
Restructuring AgreementRestructuring Agreement • February 23rd, 2018 • Sunlands Online Education Group • Services-educational services
This restructuring agreement (hereinafter referred to as “Agreement”) was made and entered into as of June 19, 2017 in Beijing of the People’s Republic of China (“PRC”) by and among the parties (hereinafter referred to as “Parties”) as follows:
Option AgreementOption Agreement • February 23rd, 2018 • Sunlands Online Education Group • Services-educational services
This Option Agreement (hereinafter referred to as “Agreement”) was made as of the 15th day of August, 2017 in Beijing, the People’s Republic of China (“PRC”) by and among the parties (hereinafter referred to as “Parties”) as follows:
