SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 11th, 2021 • Senmiao Technology LTD • Finance services • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of May 11, 2021, between Senmiao Technology Limited, a Nevada corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
UNDERWRITING AGREEMENT between SENMIAO TECHNOLOGY LIMITED and THE BENCHMARK COMPANY, LLC and AXIOM CAPITAL MANAGEMENT, INC. as Representatives of the Several Underwriters SENMIAO TECHNOLOGY LIMITED UNDERWRITING AGREEMENT August 4, 2020Underwriting Agreement • August 4th, 2020 • Senmiao Technology LTD • Finance services • New York
The undersigned, Senmiao Technology Limited, a corporation formed under the laws of the state of Nevada (the “Company”), hereby confirms its agreement (this “Agreement”) with The Benchmark Company LLC and Axiom Capital Management, Inc. (hereinafter referred to as “you” (including its correlatives) or, collectively, the “Representative”) and with the other underwriters named on Schedule 1 hereto for which the Representatives are acting as representative (the Representatives and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as follows:
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 8th, 2021 • Senmiao Technology LTD • Finance services • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as November 8, 2021, is by and among Senmiao Technology Limited, a Nevada corporation with offices located at 16F, Shihao Square, Middle Jiannan Blvd., High-Tech Zon Chengdu, Sichuan, People’s Republic of China 610000 (the “Company”), and each of the investors identified on the signature pages hereto (individually, a “Buyer” and collectively, the “Buyers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 8th, 2021 • Senmiao Technology LTD • Finance services • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of November __, 2021, is by and among Senmiao Technology Limited, a Nevada corporation with offices located at 16F, Shihao Square, Middle Jiannan Blvd., High-Tech Zone Chengdu, Sichuan, People’s Republic of China 610000 (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”).
EMPLOYMENT AGREEMENTEmployment Agreement • September 14th, 2020 • Senmiao Technology LTD • Finance services • New York
This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of September 11, 2020 (the “Effective Date”), by and between Senmiao Technology Limited, incorporated under the laws of the State of Nevada (the “Company”) and Haitao Liu, an individual (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 subsidiary and variable interest entity (collectively, the “Group”).
PLACEMENT AGENCY AGREEMENTPlacement Agency Agreement • May 11th, 2021 • Senmiao Technology LTD • Finance services • Georgia
This letter (this “Agreement”) constitutes the agreement between Senmiao Technology Limited (the “Company”) and FT Global Capital, Inc. (“FT Global”) pursuant to which FT Global shall serve as the placement agent (the “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 Securities (as defined Section 3 of this Agreement). 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 placing the Securities.
ContractCommon Stock Purchase Warrant • February 9th, 2021 • Senmiao Technology LTD • Finance services • Georgia
THE REGISTERED HOLDER OF THIS PURCHASE WARRANT BY ITS ACCEPTANCE HEREOF, AGREES THAT IT WILL NOT SELL, TRANSFER OR ASSIGN THIS PURCHASE WARRANT EXCEPT AS HEREIN PROVIDED AND THE REGISTERED HOLDER OF THIS PURCHASE WARRANT AGREES THAT IT WILL NOT SELL, TRANSFER, ASSIGN, PLEDGE OR HYPOTHECATE THIS PURCHASE WARRANT FOR A PERIOD OF ONE HUNDRED EIGHTY DAYS FOLLOWING FEBRUARY 8, 2021 (THE “EFFECTIVE DATE”) TO ANYONE OTHER THAN (I) FT GLOBAL CAPITAL, INC. OR A PLACEMENT AGENT IN CONNECTION WITH THE OFFERING FOR WHICH THIS WARRANT WAS ISSUED TO THE PLACEMENT AGENT AS CONSIDERATION (“OFFERING”), OR (II) AN OFFICER, PARTNER, REGISTERED PERSON OR AFFILIATE OF FT GLOBAL CAPITAL, INC. OR OF ANY SUCH PLACEMENT AGENT.
INDEMNIFICATION ESCROW AGREEMENTIndemnification Escrow Agreement • January 30th, 2018 • Senmiao Technology LTD • Finance services • Florida
This INDEMNIFICATION ESCROW AGREEMENT (this “Agreement”) dated as of [•], 2018 is entered into by and among Senmiao Technology Limited (the “Company”), ViewTrade Securities, Inc. (the “Underwriter” or “Viewtrade”), and Pearlman Schneider LLP (the “Escrow Agent”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 9th, 2021 • Senmiao Technology LTD • Finance services • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of February 8, 2021, between Senmiao Technology Limited, corporation formed under the laws of the state of Nevada (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
EMPLOYMENT AGREEMENTEmployment Agreement • May 30th, 2019 • Senmiao Technology LTD • Finance services • New York
This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of May 27, 2019 (the “Effective Date”), by and between Senmiao Technology Limited, incorporated under the laws of the State of Nevada (the “Company”) and Xi Wen, an individual (the “Executive”). Except with respect to the direct employment of the Executive by the Company and the direct employment of the Executive by Sichuan Senmiao Ronglian Technology Co., Ltd., the Company’s variable interest entity (“Sichuan Senmiao”), 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 subsidiary and variable interest entity (collectively, the “Group”).
Collaboration AgreementCollaboration Agreement • February 14th, 2020 • Senmiao Technology LTD • Finance services
This Collaboration Agreement (hereinafter referred to as this “Agreement”) is made and entered into by and between the following parties in Haidian District, Beijing. This Agreement may be executed in paper form offline or in electronic form through the Didi Chuxing Online Contracting Platform (website: https://contract.didichuxing.com/, hereinafter referred to as the “Contracting Platform”). The Agreement executed offline in paper form shall become effective upon the completion of the execution by both Parties (hereinafter referred to as the “Effective Date”); and the Agreement executed online in electronic form shall become effective upon the completion of the execution on the Contracting Platform by both Parties (hereinafter referred to as the “Effective Date”) recorded by the third-party online document depository.
Lease Contract (Senmiao Zecheng)Lease Contract • August 14th, 2018 • Senmiao Technology LTD • Finance services
Loan AgreementLoan Agreement • February 13th, 2018 • Senmiao Technology LTD • Finance services
For Sichuan Senmiao Ronglian Technology Co., Ltd. (hereinafter referred to as the “Company”), due to the operation needs of the Company and upon consensus through negotiation, the Company’s shareholder Wang Jun provides the Company with interest-free loan to carry out relevant businesses.
Loan AgreementLoan Agreement • February 13th, 2018 • Senmiao Technology LTD • Finance services
For Sichuan Senmiao Ronglian Technology Co., Ltd. (hereinafter referred to as the “Company”), due to the operation needs of the Company and upon consensus through negotiation, the Company’s shareholder Wang Jun provides the Company with interest-free loan to carry out relevant businesses.
Contract Termination AgreementContract Termination Agreement • August 14th, 2018 • Senmiao Technology LTD • Finance services
This agreement becomes effective after it is signed and/or affixed with respective company seals by both parties. This agreement is executed in two counterparts, one for each party hereto, and both counterparts shall have the same legal effect.
Exclusive Option AgreementExclusive Option Agreement • October 30th, 2017 • Senmiao Technology LTD • Finance services
This Exclusive Option Agreement (this "Agreement") is executed by and among the following Parties as of September 18, 2017 in Chengdu, the People’s Republic of China (“China” or the “PRC”):
Property Leasing ContractSenmiao Technology LTD • July 5th, 2019 • Finance services
According to the Contract Law of the People's Republic of China and relevant laws and regulations, in order to clarify the rights and obligations of both parties, on an equal and voluntary basis, Party A and Party B hereby enter into this contract (this “Contract”) pursuant to which, Party A leases its property to Party B and Party B leases Party A’s property after reaching a consensus.
EMPLOYMENT AGREEMENTEmployment Agreement • October 30th, 2017 • Senmiao Technology LTD • Finance services • New York
This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of July 20, 2017 (the “Effective Date”), by and between Senmiao Technology Limited, incorporated under the laws of the State of Nevada (the “Company”) and Xin Chen, an individual (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 subsidiary and variable interest entity (collectively, the “Group”).
Form of Equity Interest Pledge AgreementInterest Pledge Agreement • October 30th, 2017 • Senmiao Technology LTD • Finance services
This Equity Interest Pledge Agreement (this “Agreement”) has been executed by and among the following parties on 【 】 in 【 】, the People’s Republic of China (“China” or the “PRC”) :
Lock-Up AgreementLock-Up Agreement • January 30th, 2018 • Senmiao Technology LTD • Finance services
LeaseSenmiao Technology LTD • July 5th, 2019 • Finance services
In accordance with the Contract Law of the People’s Republic of China and other laws and regulations, Party A and Party B hereby reach a consensus as below through amicable negotiation and on the principle of equality and mutual benefit in respect of the matter that Party B leases Party A’s lawful premises:
Supplementary Agreement to the Investment Agreement of Hunan Xixingtianxia Technology Co., Ltd.Supplementary Agreement • July 8th, 2021 • Senmiao Technology LTD • Finance services
The Supplementary Agreement to the Investment Agreement of Hunan Xixingtianxia Technology Co., Ltd. (hereinafter referred to as “the Supplementary Agreement”) is made and entered into by and among the Parties below in Chengdu on February 5, 2021:
Timely Reporting AgreementTimely Reporting Agreement • October 30th, 2017 • Senmiao Technology LTD • Finance services
This Timely Reporting Agreement (this “Agreement”) has been executed by and among the following parties on September 18, 2017 in Chengdu, the People’s Republic of China (“China” or the “PRC”):
Voting AgreementVoting Agreement • February 19th, 2019 • Senmiao Technology LTD • Finance services
Amendment to Business Cooperation Agreement and Valuation Adjustment Mechanism and Indemnification AgreementAnd Indemnification Agreement • February 19th, 2019 • Senmiao Technology LTD • Finance services
This Amendment to Business Cooperation Agreement and Valuation Adjustment Mechanism and Indemnification Agreement (hereinafter, this “Amendment”) is made and entered into on October 16, 2018 in Changsha by and among:
Termination Agreement of Investment AgreementTermination Agreement of Investment Agreement • July 8th, 2021 • Senmiao Technology LTD • Finance services
[Party A, Party B, Party C and Party D are collectively known as “above parties”, Party A, Party B and Party C are collectively known as “Investor and shareholder of target company (including dormant shareholder)”, and Party D is individually known as “target company”]
Sichuan Senmiao Ronglian Technology Co., Ltd. Non-Disclosure AgreementSenmiao Technology LTD • August 14th, 2018 • Finance services
Add.: Room 1602, 16th Floor, Block 1, No. 1098, Middle Jiannan Avenue, Chengdu High-tech Industrial Development Zone, China (Sichuan) Pilot Free Trade Zone, Sichuan, PRC.
Internet Financial Platform Transfer AgreementInternet Financial Platform Transfer Agreement • October 30th, 2017 • Senmiao Technology LTD • Finance services
Voting AgreementVoting Agreement • July 9th, 2020 • Senmiao Technology LTD • Finance services
Funds Deposit Service AgreementFunds Deposit Service Agreement • April 12th, 2018 • Senmiao Technology LTD • Finance services • Hong Kong
The Parties hereby affirm that each party has the legal rights and full power to execute this Agreement and perform all of the obligations under this Agreement. Party B’s provision of deposit services for Party A under this Agreement does not constitute any commitment or guarantee of investment principal or investment income made by Party B to Party A’s platform users.
Property Lease ContractProperty Lease Contract • October 30th, 2017 • Senmiao Technology LTD • Finance services
In consideration of lease of the Premises under the legal ownership of Party A to Party B, this Contract is made by and between Party A and Party B after friendly negotiation to define each party’s rights and obligations hereunder on the basis of free will, equality, and mutual benefits.
Guangdong Huaxing Bank Network Lending Platform Client Funds Depository Business Cooperation AgreementSenmiao Technology LTD • October 6th, 2017 • Finance services
In consideration of clients fund depository business of Guangdong Huaxing Bank for network lending platforms, Party A and Party B enter into this Agreement for the purpose of clarifying each party’s rights and obligations as well as regulating both parties’ business activities through full consultation on the basis of free will, equality, and mutual benefits to comply with.
Intercity Carpool Business Cooperation AgreementSenmiao Technology LTD • May 21st, 2019 • Finance services
This Intercity Carpool Business Cooperation Agreement is made and entered into by and between the Parties with respect to the following intercity carpool business cooperation on the basis of the principles of voluntariness, fairness, good faith, and valuable consideration in accordance with the provisions of the Contract Law of the People’s Republic of China and relevant laws and regulations.
Amendment to Voting AgreementVoting Agreement • February 19th, 2019 • Senmiao Technology LTD • Finance services
This Amendment to Voting Agreement (this “Amendment”) is made and entered into by the following parties in Changsha on November 11, 2018:
Investment AgreementInvestment Agreement • July 8th, 2020 • Senmiao Technology LTD • Finance services
On the principle of voluntariness, equality, fairness and good faith and through friendly consultation, the parties have entered into the Investment Agreement (hereinafter referred to as “this Agreement”) with regards to the following investment on July 4, 2020 in Wuhou District, Chengdu. For the purpose of this Agreement, the shareholders of the above Target Company, including the dormant shareholders but excluding Original Shareholder 4 (hereinafter collectively referred to as the “Original Shareholders”) shall, on a prorated basis, be responsible for upholding the “Representations and Warranties” under Article 2 and “Rights of the Investor” under Article 3. Party B 1 to Party B 4 collectively referred to as the “Party B”.
