Agm Group Holdings, Inc. Sample Contracts
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • March 5th, 2025 • Agm Group Holdings, Inc. • Services-computer programming services • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • December 13th, 2021 • Agm Group Holdings, Inc. • Services-computer programming services • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of December 10, 2021, is by and among AGM Group Holdings Inc., a British Virgin Islands company (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 27th, 2024 • Agm Group Holdings, Inc. • Services-computer programming services • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is entered into and made effective as of [____ ____], between AGM Group Holdings Inc., a British Virgin Islands company limited by shares (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • December 13th, 2021 • Agm Group Holdings, Inc. • Services-computer programming services • New York
This letter (this “Agreement”) constitutes the agreement between AGM Group Holdings, Inc. (the “Company”) and FT Global Capital, Inc. (“FT Global” or the “Placement Agent”) pursuant to which FT Global shall serve as the placement agent for the Company, on a reasonable “best efforts” basis, in connection with the proposed offer and sale (the “Offering”) by the Company of its Securities (as defined Section 3 of this Agreement) (the “Services”). The Company expressly acknowledges and agrees that FT Global’s obligations hereunder are on a reasonable “best efforts” basis only and that the execution of this Agreement does not constitute a commitment by FT Global to purchase the Securities and does not ensure the successful placement of the Securities or any portion thereof or the success of FT Global with respect to securing any other financing on behalf of the Company.
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • February 21st, 2025 • Agm Group Holdings, Inc. • Services-computer programming services • New York
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 5th, 2025 • Agm Group Holdings, Inc. • Services-computer programming services • New York
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”) is entered into and made effective as of March 2, 2025, between AGM Group Holdings Inc., a British Virgin Islands company limited by shares (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
PRIVATE PLACEMENT SUBSCRIPTION AGREEMENTPrivate Placement Subscription Agreement • July 27th, 2020 • Agm Group Holdings, Inc. • Services-computer programming services • New York
THIS PRIVATE PLACEMENT SUBSCRIPTION AGREEMENT (the “Agreement”) is made this ________ day of July, 2020, among (i) AGM Group Holdings Inc. (the "Company"), a British Virgin Islands limited liability company, and (ii) each purchaser identified on the signature pages to this Agreement (each a “Purchaser” and collectively, the “Purchasers”).
SHARE EXCHANGE AGREEMENT BY AND AMONG AGM GROUP HOLDINGS, INC. AND ANYI NETWORK INC. AND SHAREHOLDERS OF ANYI NETWORK INC. Dated as of: July 26, 2019Share Exchange Agreement • July 26th, 2019 • Agm Group Holdings, Inc. • Services-computer programming services • Nevada
This SHARE EXCHANGE AGREEMENT (“Agreement”), dated as of July 26, 2019, is made by and among AGM Group Holdings, Inc., an exempted company organized under the laws of the British Virgin Islands (the “Acquiror”), Anyi Network Inc., an exempted company organized under the laws of Cayman Islands (the “Acquiree”), and each of the Persons listed on Schedule I hereto who are shareholders of the Acquiree (collectively, the “Acquiree Shareholders,” and individually an “Acquiree Shareholder”). Each of the Acquiror, Acquiror Principal Shareholder, Acquiree and Acquiree Shareholders are referred to herein individually as a “Party” and collectively as the “Parties.”
CLASS A ORDINARY SHARE PURCHASE WARRANT AGM Group Holdings Inc.Class a Ordinary Share Purchase Warrant • March 5th, 2025 • Agm Group Holdings, Inc. • Services-computer programming services • New York
THIS CLASS A 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 the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on March 4, 2030 (the “Termination Date”) but not thereafter, to subscribe for and purchase from AGM Group Holdings Inc., a British Virgin Islands company limited by shares (the “Company”), up to ______ Class A Ordinary Shares (as subject to adjustment hereunder, the “Warrant Shares”) . The purchase price of one Class A Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
Employment AgreementEmployment Agreement • July 16th, 2021 • Agm Group Holdings, Inc. • Services-computer programming services • New York
This Employment Agreement (the "Agreement") is made and entered into as of July 12, 2021 (the "Effective Date"), by and between Junchen Li (the "Executive") and AGM Group Holdings Inc., a British Virgin Islands company (the "Company").
ESCROW DEPOSIT AGREEMENTEscrow Deposit Agreement • October 12th, 2017 • Agm Group Holdings, Inc. • Services-computer programming services • New York
This ESCROW DEPOSIT AGREEMENT (this “Agreement”) dated as of this 29th day of September, 2017, by and among AGM GROUP HOLDINGS, INC., a British Virgin Islands company (the “Company”), having an address at 1 Jinghua South Road, Wangzuo Plaza East Tower, Room 2112, Beijing, People’s Republic of China 100020, NETWORK 1 FINANCIAL SECURITIES INC. (the “Underwriter”), having an address at 2 Bridge Avenue, Suite 241, Red Bank, NJ 07701 and SIGNATURE BANK (the “Escrow Agent”), a New York State chartered bank, having an office at 950 Third Ave, 9th Floor, New York, NY 10022. All capitalized terms not herein defined shall have the meaning ascribed to them in that certain Prospectus, dated September 19, 2017, including all attachments, schedules and exhibits thereto (the “Prospectus”).
Loan ContractLoan Agreement • July 21st, 2017 • Agm Group Holdings, Inc. • Services-computer programming services
Borrower is a software development company (“the Company”). Due to its earlier R&D investment generated less income, Borrower determined to borrow money from Lender to support the development of the economic business. After friendly consultations, now the parties hereby agree as follows:
UNDERWRITING AGREEMENT between AGM GROUP HOLDINGS INC. (a British Virgin Islands company limited by ordinary shares) and NETWORK 1 FINANCIAL SECURITIES, INC. as Underwriter AGM GROUP HOLDINGS INC. Minimum Offering: $5,000,000 Maximum Offering:...Underwriting Agreement • September 19th, 2017 • Agm Group Holdings, Inc. • Services-computer programming services • New York
The undersigned, AGM Group Holdings Inc., a British Virgin Islands company (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of the Company, the “Company”), hereby confirms its agreement with Network 1 Financial Securities, Inc. (hereinafter referred to as “you” (including its correlatives) or the “Underwriter”) as follows:
CLASS A ORDINARY SHARE PURCHASE WARRANT AGM GROUP HOLDINGS INC.Class a Ordinary Share Purchase Agreement • December 13th, 2021 • Agm Group Holdings, Inc. • Services-computer programming services • New York
THIS CLASS A 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 the date hereof (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on the forty-two month anniversary of the Initial Effective Date (as defined in the Purchase Agreement (as defined below)), (the “Termination Date”) but not thereafter, to subscribe for and purchase from AGM Group Holdings Inc., a British Virgin Islands company (the “Company”), up to [●] of class A ordinary shares each, $0.001 par value, of the Company (the “Ordinary Shares”) (the Ordinary Shares issuable hereunder, as subject to adjustment hereunder, the “Warrant Shares”). The purchase price of one Warrant Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
EMPLOYMENT CONTRACTEmployment Agreement • June 18th, 2024 • Agm Group Holdings, Inc. • Services-computer programming services
BETWEEN: AGM Group Holding Inc., a company legally incorporated under the laws of the British Virgin Islands, with its mailing address at Room 2112, Dong Ta, Wang Zuo Zhong Xin, 1 Jinghua Street South, Chaoyang District, Beijing, China, acting and represented herein by Mr. Zhentao Jiang, chairman of the board, declaring duly authorized, (hereinafter referred to “AGM”)
June 10, 2025 Re: Director Offer Letter Dear Cao Yang,Director Offer Letter • June 23rd, 2025 • Agm Group Holdings, Inc. • Services-computer programming services • Virgin Islands
AGM GROUP HOLDINGS, INC., is pleased to offer you a position as a member of its Board of Directors (the “Board”). We believe your background and experience will be a significant asset to the Company and we look forward to your participation on the Board. Should you choose to accept this position as a member of the Board, this letter agreement (the “Agreement”) shall constitute an agreement between you and the Company and contains all the terms and conditions relating to the services you agree to provide to the Company.
EMPLOYMENT CONTRACTEmployment Contract • June 18th, 2024 • Agm Group Holdings, Inc. • Services-computer programming services
BETWEEN: AGM Group Holding Inc., a company legally incorporated under the laws of The British Virgin Islands , with its mailing address at Room 2112, Dong Ta, Wang Zuo Zhong Xin, 1 Jinghua Street South, Chaoyang District, Beijing, China, acting and represented herein by Mr. Zhentao Jiang, chairman of the board, declaring duly authorized, (hereinafter referred to “AGM”)
Contract of MT4 MT5 Software Platform Maintenance and Technology Licensing and Support ServiceContract of Mt4 Mt5 Software Platform Maintenance and Technology Licensing and Support Service • April 30th, 2018 • Agm Group Holdings, Inc. • Services-computer programming services
Contract of MT4 MT5 Software Platform Maintenance and Technology Licensing and Support Service (“License Contract”) is made in Beijing on this 12th day of December, 2015 by and between Party A and Party B. Party B agrees to grant Party A to use designated computer software and its relevant service (“Licensing Software”) in accordance with this License Contract. With respect to the maintenance and technology support service of this Licensing Software, both parties hereby agree follows:
EMPLOYMENT CONTRACTEmployment Agreement • April 22nd, 2021 • Agm Group Holdings, Inc. • Services-computer programming services
BETWEEN: AGM Group Holding Inc., a company legally incorporated under the laws of the People’s Republic of China, with its mailing address at Room 2112, Dong Ta, Wang Zuo Zhong Xin, 1 Jinghua Street South, Chaoyang District, Beijing, China, acting and represented herein by Mr. Zhentao Jiang, chairman of the board, declaring duly authorized, (hereinafter referred to “AGM”)
WARRANT AGENCY AGREEMENTWarrant Agency Agreement • November 27th, 2024 • Agm Group Holdings, Inc. • Services-computer programming services • New York
WARRANT AGENCY AGREEMENT, dated as of [__], 2024 (“Agreement”), by and between AGM Group Holdings Inc., a British Virgin Islands company limited by shares (the “Company”), and VStock Transfer, LLC (“VStock” or the “Warrant Agent”).
Independent Contractor AgreementIndependent Contractor Agreement • September 28th, 2017 • Agm Group Holdings, Inc. • Services-computer programming services
This Agreement is made between AGM Group Holdings Inc. (the “Hirer”, a BVI company) and Aventech Capital Inc. (the “Contractor”, a company in BC Canada).
EMPLOYMENT CONTRACTEmployment Agreement • September 28th, 2017 • Agm Group Holdings, Inc. • Services-computer programming services
BETWEEN: AGM Group Holdings Inc., a company legally incorporated under the laws of The British Virgin Islands, with its mailing address at Room 2112, Dong Ta, Wang Zuo Zhong Xin, 1 Jinghua Street South, Chaoyang District, Beijing, China, acting and represented herein by Mr. Zhentao Jiang, chairman of the board, declaring duly authorized, (hereinafter referred to “AGM”)
AGM Group Holdings Inc. December __, 2021Lock-Up Agreement • December 13th, 2021 • Agm Group Holdings, Inc. • Services-computer programming services
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • September 23rd, 2025 • Agm Group Holdings, Inc. • Services-computer programming services
This Securities Purchase Agreement (this “Agreement”) is dated as of September 22, 2025, between AGM Group Holdings Inc., a British Virgin Islands business company (the “Company”), and the purchaser identified on the signature pages hereto (together with its successors and assigns, the “Investor”).
SALES AND PURCHASE CONTRACTSales and Purchase Contract • December 12th, 2024 • Agm Group Holdings, Inc. • Services-computer programming services
This SALES AND PURCHASE CONTRACT (this “Contract”) is entered into as of [Dec 1st 2024] (the “Effective Date”) by and between [Canaan Creative Global Pte Ltd.], a [Singapore] corporation (the “Seller”), and [AGM Technology Limited], (a [Hong Kong SAR] company (the “Buyer”). The Seller and the Buyer shall hereinafter collectively be referred to as the “Parties”, and individually as a “Party”.
UNDERWRITING AGREEMENT between AGM GROUP HOLDINGS INC. (a British Virgin Islands company limited by ordinary shares) and NETWORK 1 FINANCIAL SECURITIES, INC. as Underwriter AGM GROUP HOLDINGS INC. Minimum Offering: $5,000,000 Maximum Offering:...Underwriting Agreement • November 13th, 2017 • Agm Group Holdings, Inc. • Services-computer programming services • New York
The undersigned, AGM Group Holdings Inc., a British Virgin Islands company (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of the Company, the “Company”), hereby confirms its agreement with Network 1 Financial Securities, Inc. (hereinafter referred to as “you” (including its correlatives) or the “Underwriter”) as follows:
Equity Transfer Agreement between AGM Technology Limited and HONG KONG GIANT ELECTRONICS CO., LIMITED on Nanjing Lucun Semiconductor Co., Ltd. May 6, 2025Equity Transfer Agreement • May 7th, 2025 • Agm Group Holdings, Inc. • Services-computer programming services • Hong Kong
This Equity Transfer Agreement (“Agreement”) was signed in Nanjing City, People’s Republic of China (PRC) (“China”, excluding Hong Kong Special Administrative Region, Macao Special Administrative Region and Taiwan Province Region) on May 6, 2025 (“signing date”) by the following parties:
EMPLOYMENT AGREEMENTEmployment Agreement • September 28th, 2021 • Agm Group Holdings, Inc. • Services-computer programming services • Virgin Islands
This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of September 24, 2021 (the “Effective Date”), by and between AGM Group Holdings Inc., a British Virgin Islands corporation (the “Company”), and Steven Yuan Ning Sim (the “Executive”). Except with respect to the direct employment of the Executive by the Company, the term “Company” as used herein with respect to all obligations of the Executive hereunder shall be deemed to include the Company and all of its subsidiaries and affiliated entities (collectively, the “Group”).
EMPLOYMENT CONTRACTEmployment Agreement • September 28th, 2017 • Agm Group Holdings, Inc. • Services-computer programming services
BETWEEN: AGM Group Holdings Inc., a company legally incorporated under the laws of The British Virgin Islands, with its mailing address at Room 2112, Dong Ta, Wang Zuo Zhong Xin, 1 Jinghua Street South, Chaoyang District, Beijing, China, acting and represented herein by Mr. Zhentao Jiang, chairman of the board, declaring duly authorized, (hereinafter referred to “AGM”)
Technology Service AgreementTechnology Service Agreement • July 21st, 2017 • Agm Group Holdings, Inc. • Services-computer programming services
AGM Technology Limited Address: 8/F, Hong Kong Offshore Center 28 Austin Avenue TsimShaTsui, Kowloon (Hereinafter the “Licensor”) IIG LTD. Address: P.O.Box 1708 No.35 New Road Belize City, Belize (Hereinafter the “Licensee”)
Equity Acquisition Agreement of AGM Global asset management ltd. By and between AGM Group Holdings, Inc. and Alpha Growth Management Co.,Ltd.Equity Acquisition Agreement • May 30th, 2018 • Agm Group Holdings, Inc. • Services-computer programming services
The Buyer desires to, in accordance with this Agreement, acquire 100% of equity that the Seller holds in the Target Company (the “Target Equity”), and the Seller also agrees to sell the Target Equity in accordance with this Agreement.
EMPLOYMENT CONTRACTEmployment Agreement • October 16th, 2020 • Agm Group Holdings, Inc. • Services-computer programming services
BETWEEN: AGM Group Holding Inc., a company formed under the laws of the British Virgin Islands, with its mailing address at Room 1502-3 15/F., Connaught Commercial Building, 185 Wanchai Road, Wanchai, Hong Kong, acting and represented herein by Mr. Cao Bin, chairman of the board, declaring duly authorized (hereinafter referred to “AGMH”)
Employment AgreementEmployment Agreement • September 28th, 2017 • Agm Group Holdings, Inc. • Services-computer programming services
Equity Acquisition Agreement By and between AGM Technology Limited and SIFT Capital Partners Limited ContentsEquity Acquisition Agreement • May 30th, 2018 • Agm Group Holdings, Inc. • Services-computer programming services • Hong Kong
The Buyer desires to, in accordance with this Agreement, acquire 75% of equity ofthe Seller’s registered capital(“the Target Equity”), of which, 50% is from Chen Tian and 25% is from Zhang Zhe. The Seller agrees to, in accordance with this Agreement, sell the Target Equity. Upon the completion of this transaction, the ownership structure of the Seller is AGM Technology Limited accounts for 75%, Chen Tian accounts for 16% and Zhang Zhe accounts for 9%.
August 8, 2018 Capital Increment Agreement on Guochuang (Shenzhen) Investment Co., Ltd by and between Mi Yufeng Feng Ruicong Wang Jingbei and Beijing AnGaoMeng Technology Service Co., LtdCapital Increment Agreement • August 16th, 2018 • Agm Group Holdings, Inc. • Services-computer programming services
This Capital Increment Agreement on Guochuang (Shenzhen) Investment Co., Ltd (“this Agreement” or “Agreement”) is made in Beijing, China on this day of August 8, 2018 by and between the following Parties: