SHARE PURCHASE AGREEMENT by and between Chuntao Li and Northann Corp. October 11, 2024Share Purchase Agreement • October 15th, 2024 • Northann Corp. • Plastics products, nec • Hong Kong
Page Article I Purchase Transactions 1 1.1 Purchase Price 1 1.2 Closing 1 1.3 Purchase and Sale of the Company Shares 2 1.4 No Fractional Shares. 3 1.5 Lock-Up Period. 4 1.6 Registration of Consideration Shares. 4 1.7 Legend. 4 1.8 Withholding 4 Article II Representations and Warranties Regarding the Seller 5 2.1 Capacity; No Breach; Valid and Binding Agreement 5 2.2 Title to Company Shares 6 2.3 Actions 6 2.4 Compliance with Law 6 2.5 Investment Representations 6 2.6 Brokerage 6 2.7 Acquisition Proposals 7 2.8 Information 7 Article III Representations and Warranties Regarding the Group Companies 7 3.1 Organization 7 3.2 Share Capital and Related Matters 8 3.3 Authorization; No Breach; Valid and Binding Agreement 9 3.4 Financial Statements 9 3.5 Absence of Certain Developments. 10 3.6 Actions 11 3.7 Title to Properties 11 3.8 Tax Matters 12 3.9 Contracts and Commitments 14 3.10 Intellectual Property Rights; Information Technology; Privacy 17 3.11 Government Licenses and Permits 20 3.12
