0001213900-24-087064 Sample Contracts

SECURITIES PURCHASE AGREEMENT
Securities Purchase Agreement • October 11th, 2024 • Fangdd Network Group Ltd. • Real estate • New York

This Securities Purchase Agreement (this “Agreement”) is dated as of October 10, 2024, between Fangdd Network Group Ltd., a Cayman Islands exempted company (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).

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PLACEMENT AGENCY AGREEMENT
Placement Agency Agreement • October 11th, 2024 • Fangdd Network Group Ltd. • Real estate • New York
PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT FANGDD NETWORK GROUP LTD.
Pre-Funded Ordinary Share Purchase Warrant • October 11th, 2024 • Fangdd Network Group Ltd. • Real estate • New York

THIS PRE-FUNDED ORDINARY SHARE PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after _______________, 2024 (the “Initial Exercise Date”) and until this Warrant is exercised in full (the “Termination Date”) but not thereafter, to subscribe for and purchase from Fangdd Network Group Ltd., a Cayman Islands exempted company (the “Company”), up to ______ Ordinary Shares (as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).

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