AGREEMENT AND PLAN OF MERGER BY AND AMONG Taiying Group Ltd. Taiying International Inc. and China Customer Relations Centers, Inc. Dated as of March 12, 2021Agreement and Plan of Merger • March 12th, 2021 • China Customer Relations Centers, Inc. • Services-business services, nec • New York
This AGREEMENT AND PLAN OF MERGER (including the exhibits and disclosure schedules attached hereto, this “Agreement”), dated as of March 12, 2021 by and among Taiying Group Ltd., a business company with limited liability incorporated under the Laws of the British Virgin Islands (“Parent”), Taiying International Inc., a business company with limited liability incorporated under the Laws of the British Virgin Islands, all of the issued and outstanding shares of which are owned by Parent (“Merger Sub”), and China Customer Relations Centers, Inc., a business company with limited liability incorporated under the Laws of the British Virgin Islands (the “Company”). Each of Parent, Merger Sub and the Company is referred to herein as a “Party” and together as “Parties”.
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • November 18th, 2015 • China Customer Relations Centers, Inc. • Services-business services, nec • New York
This letter (this “Agreement”) constitutes the agreement between China Customer Relations Centers, Inc., a British Virgin Islands company (the “Company”), and Viewtrade Securities, Inc. (the “Placement Agent”) pursuant to which the Placement Agent shall serve as the exclusive placement agent (the “Services”) for the Company, on a reasonable best efforts basis, in connection with the proposed offer and placement (the “Offering”) by the Company of its common shares, par value $0.001 (the “Shares” or the “Securities”).
ESCROW AGREEMENTEscrow Agreement • July 31st, 2015 • China Customer Relations Centers, Inc. • Services-business services, nec • Virginia
This Escrow Agreement is made and entered into as of the day of , 2015, by and among ViewTrade Securities, Inc., a Delaware corporation (the “Placement Agent”), CHINA CUSTOMER RELATIONS CENTERS, INC., a British Virgin Islands company (the “Company”) JISHAN SUN, NORTHNEW MANAGEMENT LIMITED, a Seychelles limited liability company, WISTRON INTERNATIONAL LIMITED, a Hong Kong limited liability company, TELECARE GLOBAL SERVICES LIMITED, a British Virgin Islands limited liability company, TAI SHAN INVESTMENTS LIMITED, a British Virgin Islands limited liability company, ZHIWEI QIAO, JINGRONG JIANG, FENGJIAO HUANG (collectively the “Selling Stockholders”) and SUNTRUST BANK, N.A. (the “Escrow Agent”).
INDEMNIFICATION ESCROW AGREEMENTIndemnification Escrow Agreement • October 29th, 2015 • China Customer Relations Centers, Inc. • Services-business services, nec • Florida
This INDEMNIFICATION ESCROW AGREEMENT (this “Agreement”) dated as of [●], 2015 is entered into by and among China Customer Relations Centers, Inc. (the “Company”), ViewTrade Securities, Inc. (the “Placement Agent”), and Pearlman Schneider LLP (the “Escrow Agent”).
LOCK-UP AGREEMENTLock-Up Agreement • November 18th, 2015 • China Customer Relations Centers, Inc. • Services-business services, nec • New York
Employment Contract – Tao BaiChina Customer Relations Centers, Inc. • April 27th, 2018 • Services-business services, nec
BETWEEN: Shandong Taiying Technology Co., Ltd., a company legally incorporated under the laws of People’s Republic of China, having a mailing address at No.1366, Zhongtianmen Street, High-tech Zone, Tai’an City, acting and represented herein by Mr. Zhili Wang, Legal Representative, declaring duly authorized, (hereinafter called the "COMPANY")
ESCROW AGREEMENTEscrow Agreement • October 29th, 2015 • China Customer Relations Centers, Inc. • Services-business services, nec • Virginia
This Escrow Agreement is made and entered into as of the day of , 2015, by and among ViewTrade Securities, Inc., a Delaware corporation (the “Placement Agent”), CHINA CUSTOMER RELATIONS CENTERS, INC., a British Virgin Islands company (the “Company”) and SUNTRUST BANK, a Georgia banking corporation (the “Escrow Agent”).
Summary Translation of Loan Agreement for Working CapitalLoan Agreement • June 1st, 2015 • China Customer Relations Centers, Inc. • Services-business services, nec
Employment Contract – Zhili WangChina Customer Relations Centers, Inc. • April 28th, 2017 • Services-business services, nec
BETWEEN: Shandong Taiying Technology Co., Ltd., a company legally incorporated under the laws of People’s Republic of China, having a mailing address at No.1366, Zhongtianmen Street, High-tech Zone, Tai’an City, acting and represented herein by Mr. Zhili Wang, Legal Representative, declaring duly authorized, (hereinafter called the "COMPANY")
Translation of Employment Contract – Debao WangChina Customer Relations Centers, Inc. • October 14th, 2014
BETWEEN: Shandong Taiying Technology Co., Ltd., a company legally incorporated under the laws of People’s Republic of China, having a mailing address at No.1366 Zhongtianmen Street High-tech Zone, Tai’an City, acting and represented herein by Mr. Zhili Wang, Legal Representative, declaring duly authorized, (hereinafter called the “COMPANY”)
Summary Translation of Loan Agreement for Capital ContributionChina Customer Relations Centers, Inc. • June 1st, 2015 • Services-business services, nec
Summary Translation of Loan Agreement for Working CapitalLoan Agreement • January 5th, 2015 • China Customer Relations Centers, Inc. • Services-business services, nec
Summary Translation of Loan Agreement for Capital ContributionChina Customer Relations Centers, Inc. • January 5th, 2015 • Services-business services, nec
Summary Translation of Loan Agreement for Capital ContributionChina Customer Relations Centers, Inc. • January 5th, 2015 • Services-business services, nec
Translation of Entrusted Management Agreement Between Beijing Taiying Anrui Holding Co., Ltd. Shandong Taiying Technology Co., Ltd. And Shandong Juncheng Information Technology Co., Ltd. September 3, 2014, Taian, Shandong, ChinaEntrusted Management Agreement • October 14th, 2014 • China Customer Relations Centers, Inc.
This Entrusted Management Agreement (the “Agreement”) was entered into on September 3, 2014, in Taian City, Shandong Province, China by and between the following parties:
Translation of Employment Contract – Guoan XuChina Customer Relations Centers, Inc. • October 14th, 2014
BETWEEN: Shandong Taiying Technology Co., Ltd., a company legally incorporated under the laws of People’s Republic of China, having a mailing address at No.1366, Zhongtianmen Street, High-tech Zone, Tai’an City, acting and represented herein by Mr. Zhili Wang, Legal Representative, declaring duly authorized, (hereinafter called the “COMPANY”)
Employment Contract – Zhili WangChina Customer Relations Centers, Inc. • May 24th, 2016 • Services-business services, nec
BETWEEN: Shandong Taiying Technology Co., Ltd., a company legally incorporated under the laws of People’s Republic of China, having a mailing address at No.1366, Zhongtianmen Street, High-tech Zone, Tai’an City, acting and represented herein by Mr. Zhili Wang, Legal Representative, declaring duly authorized, (hereinafter called the "COMPANY")
Employment Contract – Debao WangChina Customer Relations Centers, Inc. • April 28th, 2017 • Services-business services, nec
BETWEEN: Shandong Taiying Technology Co., Ltd., a company legally incorporated under the laws of People’s Republic of China, having a mailing address at No.1366 Zhongtianmen Street High-tech Zone, Tai’an City, acting and represented herein by Mr. Zhili Wang, Legal Representative, declaring duly authorized, (hereinafter called the “COMPANY”)
OFFICER AND DIRECTOR LOCK-UP AGREEMENTOfficer and Director • November 18th, 2015 • China Customer Relations Centers, Inc. • Services-business services, nec • New York
Summary Translation of Loan Agreement for Capital ContributionChina Customer Relations Centers, Inc. • June 1st, 2015 • Services-business services, nec
Employment Contract – Debao WangChina Customer Relations Centers, Inc. • May 24th, 2016 • Services-business services, nec
BETWEEN: Shandong Taiying Technology Co., Ltd., a company legally incorporated under the laws of People’s Republic of China, having a mailing address at No.1366 Zhongtianmen Street High-tech Zone, Tai’an City, acting and represented herein by Mr. Zhili Wang, Legal Representative, declaring duly authorized, (hereinafter called the "COMPANY")
Employment Contract – Guoan XuChina Customer Relations Centers, Inc. • May 24th, 2016 • Services-business services, nec
BETWEEN: Shandong Taiying Technology Co., Ltd., a company legally incorporated under the laws of People’s Republic of China, having a mailing address at No.1366, Zhongtianmen Street, High-tech Zone, Tai’an City, acting and represented herein by Mr. Zhili Wang, Legal Representative, declaring duly authorized, (hereinafter called the "COMPANY")
China Mobile Group Beijing Co., Ltd 10086 Inbound Calls Outsourcing Cooperation AgreementChina Customer Relations Centers, Inc. • January 5th, 2015 • Services-business services, nec
Under the principle of friendly negotiation, mutual beneficiary, common development and the principle of just, fair, open, after full discussion and consultation, Party A and Party B reach the Agreement on Party A’s authorization to Party B as an agent to handle the telemarketing business as follows:
Translation of Employment Contract – Zhili WangChina Customer Relations Centers, Inc. • October 14th, 2014
BETWEEN: Shandong Taiying Technology Co., Ltd., a company legally incorporated under the laws of People’s Republic of China, having a mailing address at No.1366, Zhongtianmen Street, High-tech Zone, Tai’an City, acting and represented herein by Mr. Zhili Wang, Legal Representative, declaring duly authorized, (hereinafter called the “COMPANY”)
TRANSLATION OF EXCLUSIVE OPTION AGREEMENT BETWEEN SHANDONG JUNCHENG INFORMATION TECHNOLOGY CO., LTD. AND BEIJING TAIYING ANRUI HOLDING CO., LTD., SHANDONG TAIYING TECHNOLOGY CO., LTD. SEPTEMBER 3, 2014 TAIAN, SHANDONG, CHINAExclusive Option Agreement • October 14th, 2014 • China Customer Relations Centers, Inc.
This Exclusive Option Agreement (the “Agreement”) was entered into on September 3, 2014 by and between the following Parties in Taian City, Shandong Province, China.
China Telecom Corporation Limited Chongqing Branch Cooperation Framework Agreement on Return Visit Investigation ProgramChina Customer Relations Centers, Inc. • January 5th, 2015 • Services-business services, nec
Upon friendly consultation, China Telecom Corporation Limited Chongqing Branch (hereinafter referred to as “Party A”) hereby has entrusted the return visit investigation of service to Chongqing Central BPO Industry Co., Ltd. (hereinafter referred to as “Party B”). Party A and Party B have reached the framework agreement on return visit investigation of service cooperation (hereinafter referred to as “the Agreement”) as follows:
TRANSLATION OF SHAREHOLDER’S VOTING PROXY AGREEMENT BETWEEN BEIJING TAIYING ANRUI HOLDING CO., LTD. AND SHANDONG JUNCHENG INFORMATION TECHNOLOGY CO., LTD. SEPTEMBER 3, 2014 TAIAN, SHANDONG, CHINAS Voting Proxy Agreement • October 14th, 2014 • China Customer Relations Centers, Inc.
This Shareholder’s Voting Proxy Agreement (the “Agreement”) was entered into on September 3, 2014 by and between the following parties in Taian City, Shandong Province, China:
Investment Agreement Of Hebei Taiying Communications Outsourcing Service Co., Ltd. July 2016Investment Agreement • April 28th, 2017 • China Customer Relations Centers, Inc. • Services-business services, nec
This Investment Agreement (hereinafter referred to as “this Agreement”) is concluded and entered into by and between the following parties in Hebei, China on July 1, 2016.
Translation of Pledge of Equity AgreementPledge of Equity Agreement • October 14th, 2014 • China Customer Relations Centers, Inc.
This Agreement was entered into on September 3, 2014 by and between the following parties in Taian City, Shandong Province, China:
