DEPOSIT AGREEMENTDeposit Agreement • November 6th, 2020 • BlueCity Holdings LTD • Services-computer processing & data preparation • New York
DEPOSIT AGREEMENT, dated as of July 7, 2020, by and among (i) BlueCity Holdings Limited, a company incorporated in the Cayman Islands, with its principal executive office at Block 2 Tower B Room 028, No. 22 Pingguo Shequ, Bai Zi Wan Road, Chaoyang District Beijing 100022 People’s Republic of China and its registered office at Conyers Trust Company (Cayman) Limited, Cricket Square, Hutchins Drive, P.O. Box 2681, Grand Cayman KY1-1111, Cayman Islands (together with its successors, the “Company”), (ii) Deutsche Bank Trust Company Americas, an indirect wholly owned subsidiary of Deutsche Bank A.G., acting in its capacity as depositary, with its principal office at 60 Wall Street, New York, NY 10005, United States of America (the “Depositary”, which term shall include any successor depositary hereunder) and (iii) all Holders and Beneficial Owners of American Depositary Shares evidenced by American Depositary Receipts issued hereunder (all such capitalized terms as hereinafter defined).
INDEMNIFICATION AGREEMENTIndemnification Agreement • June 16th, 2020 • BlueCity Holdings LTD • Services-computer processing & data preparation
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of , 20 by and between BlueCity Holdings Limited, an exempted company with limited liability incorporated and existing under the laws of the Cayman Islands (the “Company”), and ([Passport/ID] Number ) (the “Indemnitee”).
EMPLOYMENT AGREEMENTEmployment Agreement • June 16th, 2020 • BlueCity Holdings LTD • Services-computer processing & data preparation • New York
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of , 20 by and between BlueCity Holdings Limited, an exempted company incorporated and existing under the laws of the Cayman Islands (the “Company”) and , an individual with [passport/ID number] (the “Executive”).
BLUECITY HOLDINGS LIMITED 5,300,000 American Depositary Shares Representing 2,650,000 Class A Ordinary Shares (par value 0.0001 per share) UNDERWRITING AGREEMENTUnderwriting Agreement • July 1st, 2020 • BlueCity Holdings LTD • Services-computer processing & data preparation • New York
AGREEMENT AND PLAN OF MERGER by and among MULTELEMENTS LIMITED DIVERSEFUTURE LIMITED and BLUECITY HOLDINGS LIMITED Dated as of April 30, 2022Agreement and Plan of Merger • May 2nd, 2022 • BlueCity Holdings LTD • Services-computer processing & data preparation • New York
This Agreement and Plan of Merger (this “Agreement”), dated as of April 30, 2022, is made by and among Multelements Limited, an exempted company incorporated with limited liability under the Laws of the Cayman Islands (“Parent”); Diversefuture Limited, an exempted company incorporated with limited liability under the Laws of the Cayman Islands and a wholly-owned Subsidiary of Parent (“Merger Sub”); and BlueCity Holdings Limited, an exempted company incorporated with limited liability under the Laws of the Cayman Islands (the “Company”). Each of Parent, Merger Sub and the Company is referred to herein as a “Party” and collectively as the “Parties.” All capitalized terms used in this Agreement shall have the meaning ascribed to such terms in Section 1.01 or as otherwise defined elsewhere in this Agreement, unless the context clearly provides otherwise.
Exclusive Consulting and Services AgreementConsulting and Services Agreement • June 16th, 2020 • BlueCity Holdings LTD • Services-computer processing & data preparation
This Exclusive Consulting and Services Agreement (this “Agreement”) is made and entered into by and between the following Parties in Beijing, the People’s Republic of China (“PRC”) on June 26, 2018:
Exclusive Option AgreementExclusive Option Agreement • June 16th, 2020 • BlueCity Holdings LTD • Services-computer processing & data preparation
In this Agreement, Party A, Party B and Party C shall hereinafter be referred to each as a “Party,” and collectively as the “Parties.”
Equity Interest Pledge AgreementEquity Interest Pledge Agreement • June 16th, 2020 • BlueCity Holdings LTD • Services-computer processing & data preparation
This Equity Interest Pledge Agreement (“Agreement”) is made and entered into by and among the following Parties in Beijing, the People’s Republic of China (“PRC”) on June 26, 2018:
JOINDER TO THE FIFTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENTShareholders Agreement • March 13th, 2020 • BlueCity Holdings LTD • Services-computer processing & data preparation • Hong Kong
This Joinder to the Fifth Amended and Restated Shareholders Agreement (“Joinder Agreement”) is made and entered into as of February 8, 2018, by and between BlueCity Holdings Limited (the “Company”), FH Priolo Limited and FH Saltator Limited (collectively, the “New Shareholders”, each a “New Shareholder”).
BLUECITY HOLDINGS LIMITED FIFTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENTShareholders Agreement • March 13th, 2020 • BlueCity Holdings LTD • Services-computer processing & data preparation • Hong Kong
THIS FIFTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENT (this “Agreement”) is made and entered into as of November 2, 2017 by and among
Share Purchase AgreementShare Purchase Agreement • April 29th, 2021 • BlueCity Holdings LTD • Services-computer processing & data preparation
The Offshore Company is a company incorporated and existing under the laws of Hong Kong (the particulars of which are set out in Part I of Exhibit I). The Domestic Company is a limited liability company incorporated and existing under the laws of the PRC (the particulars of which are set out in Part II of Exhibit I). As of the Closing Date (as defined below), the Offshore Company, through its wholly-owned subsidiary established in the PRC (the WFOE, the particulars of which are set out in Part III of Exhibit I), owns and operates the business related to a social software “Finka APP” (“Finka APP”) with the Onshore Company (the “Business”).
