FORM SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 18th, 2021 • WiMi Hologram Cloud Inc. • Services-prepackaged software • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of [_], 2021, between WiMi Hologram Cloud Inc., a Cayman Islands company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
FORM PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • March 18th, 2021 • WiMi Hologram Cloud Inc. • Services-prepackaged software • New York
This letter (this “Agreement”) constitutes the agreement between WiMi Hologram Cloud Inc. (the “Company”), and FT Global Capital, Inc. (“FT Global”) and The Benchmark Company, LLC (together with FT Global, the “Placement Agents”) pursuant to which the Placement Agents shall serve as the placement agents (the “Services”), for the Company, on a “best efforts” basis, in connection with the proposed offer and placement (the “Offering”) by the Company of its Securities (as defined Section 3 of this Agreement). The Company expressly acknowledges and agrees that the Placement Agents’ obligations hereunder are on a “best efforts” basis only and that the execution of this Agreement does not constitute a commitment by the Placement Agents to purchase the Securities and does not ensure the successful placement of the Securities or any portion thereof or the success of the Placement Agents placing the Securities.
EXCLUSIVE ASSET PURCHASE AGREEMENTExclusive Asset Purchase Agreement • March 18th, 2021 • WiMi Hologram Cloud Inc. • Services-prepackaged software
THIS EXCLUSIVE ASSET PURCHASE AGREEMENT（the “Aagreement”） is entered into by and between the following parties on Deceember 18, 2020.
Exclusive Business Cooperation AgreementExclusive Business Cooperation Agreement • March 18th, 2021 • WiMi Hologram Cloud Inc. • Services-prepackaged software
This agreement on exclusive business cooperation (the “Agreement”) is made by the following parties in the People’s Republic of China (“China”, for the purposes of this Agreement, the Hong Kong Special Administrative Region, the Macao Special Administrative Region and Taiwan are not included) on December 18, 2020 in Beijing.
ContractPurchase Warrant Agreement • March 18th, 2021 • WiMi Hologram Cloud Inc. • Services-prepackaged software • New York
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING [_______________] THE “EFFECTIVE DATE”) TO ANYONE OTHER THAN (I) PLACEMENT AGENTS IN CONNECTION WITH THE OFFERING FOR WHICH THIS WARRANT WAS ISSUED TO THE PLACEMENT AGENTS AS CONSIDERATION (“OFFERING”), OR (II) AN OFFICER, PARTNER, REGISTERED PERSON OR AFFILIATE OF FT GLOBAL CAPITAL, INC., OR THE BENCHMARK COMPANY, LLC.
Exclusive Business Cooperation AgreementExclusive Business Cooperation Agreement • March 18th, 2021 • WiMi Hologram Cloud Inc. • Services-prepackaged software
This Exclusive Business Cooperation Agreement (this “Agreement”) is made and entered into by and between the following parties on December 24, 2020 in Shenzhen, the Peoples’ Republic of China (the “PRC” or “China”, which for the purpose of this Agreement, excludes the Hong Kong Special Administrative Region of the PRC, the Macau Special Administrative Region and Taiwan).
Loan AgreementLoan Agreement • March 18th, 2021 • WiMi Hologram Cloud Inc. • Services-prepackaged software
This Loan Agreement (this “Agreement”) is made and entered into by and between the following parties on December 24, 2020 in Shenzhen, the PRC:
Equity Interest Pledge AgreementEquity Interest Pledge Agreement • March 18th, 2021 • WiMi Hologram Cloud Inc. • Services-prepackaged software
This Equity Interest Pledge Agreement (this “Agreement”) has been executed by and among the following parties on December 18, 2020 in Beijing, the People’s Republic of China:
FE-DA ELECTRONICS COMPANY PRIVATE LIMITED Acquisition Framework Agreement September 27, 2020 Acquisition Framework AgreementAcquisition Framework Agreement • March 18th, 2021 • WiMi Hologram Cloud Inc. • Services-prepackaged software
The Acquisition Framework Agreement (“this agreement”) is signed by the following parties in Nanshan District, Shenzhen on September 27, 2020:
Exclusive Share Purchase Option AgreementExclusive Share Purchase Option Agreement • March 18th, 2021 • WiMi Hologram Cloud Inc. • Services-prepackaged software
This Exclusive Share Purchase Option Agreement (the “Agreement”) is made by the following parties in the People’s Republic of China (“China”, for the purposes of this Agreement, the Hong Kong Special Administrative Region, the Macao Special Administrative Region and Taiwan are not included) on December 18, 2020 in Beijing.
FE-DA ELECTRONICS COMPANY PRIVATE LIMITED Supplementary Agreement of Acquisition Framework Agreement September 28, 2020 Supplementary Agreement of Acquisition Framework AgreementSupplementary Agreement of Acquisition Framework Agreement • March 18th, 2021 • WiMi Hologram Cloud Inc. • Services-prepackaged software
The Supplementary Agreement of Acquisition Framework Agreement (“this agreement”) is signed by the following parties in Nanshan District, Shenzhen on September 28, 2020:
Exclusive Share Purchase Option AgreementExclusive Share Purchase Option Agreement • March 18th, 2021 • WiMi Hologram Cloud Inc. • Services-prepackaged software
This Exclusive Share Purchase Option Agreement (this “Agreement”) is executed by and among the following Parties as of December 24, 2020 in Shenzhen, the Peoples’ Republic of China (the “PRC” or “China”, which for purpose of this Agreement, shall exclude the Hong Kong Special Administrative Region of the PRC, the Macau Special Administrative Region and Taiwan):
Equity Interest Pledge AgreementEquity Interest Pledge Agreement • March 18th, 2021 • WiMi Hologram Cloud Inc. • Services-prepackaged software
This Equity Interest Pledge Agreement (this “Agreement”) is executed by and among the following parties on December 24, 2020 in Shenzhen, the Peoples’ Republic of China (the “PRC’s Republic of China” or “China”, which, for purpose of this Agreement, shall exclude the Hong Kong Special Administrative Region of the PRC, the Macau Special Administrative Region and Taiwan) by and among:
Power of AttorneyPower of Attorney • March 18th, 2021 • WiMi Hologram Cloud Inc. • Services-prepackaged software
In this power of attorney Party A and Party B are respectively referred to as “one party”, and together referred to as “both parties”.
Labour ContractLabour Contract • March 18th, 2021 • WiMi Hologram Cloud Inc. • Services-prepackaged software
In accordance with the Labor Law of the People’s Republic of China, the Labor Contract Law of the People’s Republic of China and relevant laws and regulations, Party A and Party B have signed this contract on an equal and voluntary basis and through consultation, and jointly abide by the terms and conditions set out in this contract.
