SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 17th, 2019 • China SXT Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”), dated as of April 16, 2019, is by and among China SXT Pharmaceuticals, Inc., a company organized under the laws of the British Virgin Islands with offices located at 178 Taidong Rd North, Taizhou, Jiangsu, China (the “Company”), and each of the investors listed on the Schedule of Buyers attached hereto (individually, a “Buyer” and collectively, the “Buyers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 21st, 2019 • China SXT Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of May 2, 2019, is by and among China SXT Pharmaceuticals, Inc., a company organized under the laws of the British Virgin Islands with offices located at 178 Taidong Rd North, Taizhou, Jiangsu, China (the “Company”), and the undersigned buyers (each, a “Buyer,” and collectively, the “Buyers”).
Securities Purchase AgreementSecurities Purchase Agreement • March 23rd, 2023 • China SXT Pharmaceuticals, Inc. • Pharmaceutical preparations • Utah
This Securities Purchase Agreement (this “Agreement”), dated as of March 7, 2023, is entered into by and between China SXT Pharmaceuticals, Inc., a British Virgin Islands corporation (“Company”), and Streeterville Capital, LLC, a Utah limited liability company, its successors and/or assigns (“Investor”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • February 28th, 2023 • China SXT Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is dated as of February 22, 2023 by and among China SXT Pharmaceuticals, Inc., a British Virgin Islands company, (the “Company”), and the entity which affixed its signature on the signature page of this Agreement (the “Purchaser”).
CHINA SXT PHARMACEUTICALS, INC. (the “Issuer”) AND [TRUSTEE] (the “Trustee”) INDENTURE Dated as of [●], 20[●] Senior Debt SecuritiesChina SXT Pharmaceuticals, Inc. • February 2nd, 2021 • Pharmaceutical preparations • New York
INDENTURE, dated as of [●], 20[●], among China SXT Pharmaceuticals, Inc., a British Virgin Islands corporation (the “Company”), and [TRUSTEE], as trustee (the “Trustee”).
NOTE PURCHASE AGREEMENTNote Purchase Agreement • June 21st, 2019 • China SXT Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
NOTE PURCHASE AGREEMENT (the “Agreement”), dated as of May 2, 2019, by and among China SXT Pharmaceuticals, Inc., a company organized under the laws of the British Virgin Islands with offices located at 178 Taidong Rd North, Taizhou, Jiangsu, China (the “Company”) and the investor signatory hereto (the “Investor”).
EMPLOYMENT AGREEMENTEmployment Agreement • January 31st, 2022 • China SXT Pharmaceuticals, Inc. • Pharmaceutical preparations • Delaware
This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of January 31, 2022, (the “Effective Date”), by and between China SXT Pharmaceuticals, Inc., incorporated under the laws of the British Virgin Islands (the “Company”), and Xiaodong Pan, an individual (the “Chief Financial Officer (CFO)”). Except with respect to the direct employment of the CFO by the Company, the term “Company” as used herein with respect to all obligations of the CFO hereunder shall be deemed to include the Company and all of its subsidiaries and affiliated entities (collectively, the “Group”).
EMPLOYMENT AGREEMENTEmployment Agreement • December 4th, 2017 • China SXT Pharmaceuticals, Inc. • Delaware
This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of December 4, 2017 (the “Effective Date”), by and between China SXT Pharmaceuticals, Inc., incorporated under the laws of the British Virgin Islands (the “Company”), and Feng Zhou, an individual (the “Chief Executive Officer (CEO)”). Except with respect to the direct employment of the CEO by the Company, the term “Company” as used herein with respect to all obligations of the CEO hereunder shall be deemed to include the Company and all of its subsidiaries and affiliated entities (collectively, the “Group”).
SHAREHOLDER PLEDGE AGREEMENTShareholder Pledge Agreement • April 17th, 2019 • China SXT Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
SHAREHOLDER PLEDGE AGREEMENT (this “Agreement”), dated as of April __, 2019, made by Feng Zhou Management Limited, a British Virgin Islands company wholly owned by Feng Zhou with the address at Sertus Chambers PO Box 905 Quisticky Building Road Town Tortola British Virgin Islands (collectively, the “Pledgor”), China SXT Pharmaceuticals, Inc., a company organized under the laws of the British Virgin Islands with offices located at 178 Taidong Rd North, Taizhou, Jiangsu, China (the “Company”) and the secured parties listed on the signature pages hereof (collectively, the “Secured Parties” and each, individually, a “Secured Party”).
UNDERWRITING AGREEMENT between CHINA SXT PHARMACEUTICALS, INC. (the “Company”) and BOUSTEAD SECURITIES, LLC As Representative of the Underwriters (the “Representative”) CHINA SXT PHARMACEUTICALS, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • August 17th, 2018 • China SXT Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
The undersigned, China SXT Pharmaceuticals, Inc., a British Virgin Islands corporation (collectively with its subsidiaries, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries of the Company, the “Company”), hereby confirms its agreement with BOUSTEAD SECURITIES, LLC. (hereinafter referred to as “you” (including its correlatives) or the “Underwriter”) with respect to the sale by the Company, through the Underwriter, on a best efforts basis, (the “Offering”) of a minimum of two million five hundred thousand (2,500,000) ordinary shares of the Company and a maximum of three million seven hundred and fifty thousand (3,750,000) ordinary shares of the Company (the “Placement Shares”), par value US$0.001 per share at an anticipated offering price of $4.00 per share per share for gross offering proceeds of $10,000,000 (based on a minimum offering) and $15,000,000 (based on a maximum offering), respectiv
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,...China SXT Pharmaceuticals, Inc. • April 20th, 2018 • Pharmaceutical preparations • New York
THIS PURCHASE WARRANT IS EXERCISABLE FROM THE DATE OF ISSUANCE. VOID AFTER 5:00 P.M., EASTERN TIME, [●] [ DATE THAT IS FIVE YEARS FROM THE EFFECTIVE DATE OF THE OFFERING].
MASTER NETTING AGREEMENTMaster Netting Agreement • June 21st, 2019 • China SXT Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
MASTER NETTING AGREEMENT (the “Agreement”), dated as of May 2, 2019, by and among China SXT Pharmaceuticals, Inc., a company organized under the laws of the British Virgin Islands with offices located at 178 Taidong Rd North, Taizhou, Jiangsu, China (the “Company”) and the investor signatory hereto (the “Investor”, and together with the Company, the “Parties” and each a “Party”).
VOTING RIGHTS PROXY AGREEMENTVoting Rights Proxy Agreement • February 28th, 2023 • China SXT Pharmaceuticals, Inc. • Pharmaceutical preparations • Virgin Islands
This Voting Rights Proxy Agreement (this “Agreement”) is entered into as of February 22, 2023 (“Effective Date”), by and between Rising Sun Capital Pty., Ltd., a limited liability company organized under the laws of Australia, (the “Shareholder”) and Feng Zhou Management Limited (“Zhou”). The Shareholder and Zhou are each referred to in this Agreement as a “Party” and collectively as the “Parties.”
ESCROW DEPOSIT AGREEMENTEscrow Deposit Agreement • August 17th, 2018 • China SXT Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
This ESCROW DEPOSIT AGREEMENT (this “Agreement”) dated as of this [__] day of [_____] 2018, by and among CHINA SXT PHARMACEUTICALS, INC., a British Virgin Islands company (the “Company”), having an address at 178 Taidong Rd North, Taizhou Jiangsu, China, Boustead Securities, LLC (the “Underwriter”), having an address at 6 Venture, Suite 325, Irvine CA 92618, 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 [______], 2018,including all attachments, schedules and exhibits thereto (the “Prospectus”).
CHINA SXT PHARMACEUTICALS, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • January 21st, 2022 • China SXT Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
The undersigned, China SXT Pharmaceuticals, Inc., a British Virgin Islands corporation, (collectively with its Subsidiaries (as defined below) the “Company”), hereby confirms its agreement (this “Agreement”) with Aegis Capital Corp. (the “Underwriter”).
WARRANT AGENT AGREEMENTWarrant Agent Agreement • January 21st, 2022 • China SXT Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
This WARRANT AGENT AGREEMENT (this “Warrant Agreement”) dated as of January 18, 2022 (the “Issuance Date”) is between China SXT Pharmaceuticals, Inc., a British Virgin Islands corporation (the “Company”), and TranShare Corporation (the “Warrant Agent”).
CONVERTIBLE PROMISSORY NOTEChina SXT Pharmaceuticals, Inc. • March 23rd, 2023 • Pharmaceutical preparations • Utah
This Note carries an OID of $126,666.67 all of which amount is fully earned as of the Effective Date and included in the initial principal balance. In addition, Borrower agrees to pay $20,000.00 to Lender to cover Lender’s legal fees, accounting costs, due diligence, monitoring and other transaction costs incurred in connection with the purchase and sale of this Note (the “Transaction Expense Amount”), which amount will be deducted from the amount funded. The purchase price for this Note shall be $2,000,000.00 (the “Purchase Price”), computed as follows: $2,126,666.67 original principal balance, less the OID. The Purchase Price shall be payable by Lender by wire transfer of immediately available funds.
EMPLOYMENT AGREEMENTEmployment Agreement • December 4th, 2017 • China SXT Pharmaceuticals, Inc. • Delaware
This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of December 4, 2017 (the “Effective Date”), by and between China SXT Pharmaceuticals, Inc., incorporated under the laws of the British Virgin Islands (the “Company”), and Jing Zhen Deng, an individual (the “Significant Employee”). Except with respect to the direct employment of the Significant Employee by the Company, the term “Company” as used herein with respect to all obligations of the Significant Employee hereunder shall be deemed to include the Company and all of its subsidiaries and affiliated entities (collectively, the “Group”).
Huangshan Panjie Investment Fund LLP Limited Partnership Admission AgreementAdmission Agreement • August 19th, 2019 • China SXT Pharmaceuticals, Inc. • Pharmaceutical preparations
This agreement was signed by and among the following parties on June 10, 2019 at Huangshan High-tech Industrial Development Zone (former Huangshan Economic Development Zone), Anhui, China:
EQUITY INTEREST PLEDGE AGREEMENTEquity Interest Pledge Agreement • December 4th, 2017 • China SXT Pharmaceuticals, Inc.
This Equity Interest Pledge Agreement (this “Agreement”) has been executed by and among the following parties on October 13, 2017 in Taizhou, the People’s Republic of China (“China” or the “PRC”):
Sales ContractChina SXT Pharmaceuticals, Inc. • December 4th, 2017
AMENDMENT NO. 1 TO SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • May 3rd, 2019 • China SXT Pharmaceuticals, Inc. • Pharmaceutical preparations
This AMENDMENT NO. 1, dated as of May 2, 2019 (this “Amendment”), to the SECURITIES PURCHASE AGREEMENT (the “Securities Purchase Agreement”), dated as of April 16, 2019, by and among China SXT Pharmaceuticals, Inc., a company organized under the laws of the British Virgin Islands with offices located at 178 Taidong Rd North, Taizhou, Jiangsu, China (the “Company”), and the investors signatory thereto (including, the undersigned investor (the “Investor”)). Unless otherwise defined herein or the context otherwise requires, capitalized terms used herein and defined in the Securities Purchase Agreement shall be used herein as therein defined.
SETTLEMENT AGREEMENTSettlement Agreement • January 28th, 2021 • China SXT Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
This Settlement Agreement is dated January 18, 2021 (the “Settlement Agreement”), by and between China SXT Pharmaceuticals, Inc. (the “Company”), a British Virgin Islands company, FT Global Capital, Inc. (“FT”), a Georgia company (each, a “Party”, collectively, “Parties”).
VOTING RIGHTS PROXY AGREEMENTVoting Rights Proxy Agreement • September 27th, 2022 • China SXT Pharmaceuticals, Inc. • Pharmaceutical preparations • Virgin Islands
This Voting Rights Proxy Agreement (this “Agreement”) is entered into as of [ ], 2022 (“Effective Date”), by and between Zhijun Xiao (the “Shareholder”) and Hao Xia (“Xia”). The Shareholder and Xia are each referred to in this Agreement as a “Party” and collectively as the “Parties.”
FORM OF LOCK-UP AGREEMENTLock-Up Agreement • December 16th, 2019 • China SXT Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
LEAK OUT AGREEMENTLeak Out Agreement • March 4th, 2020 • China SXT Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
Supplement Agreement to Huangshan Panjie Investment Fund LLP Limited Partnership Agreement June, 2019Supplement Agreement • August 19th, 2019 • China SXT Pharmaceuticals, Inc. • Pharmaceutical preparations
The Huangshan Panjie Investment Fund LLP Limited Partnership Admission Agreement was signed by the following partners on June 10, 2019 in Huangshan High-tech Industrial Development Zone (former Huangshan Economic Development Zone), Anhui, China:
EXCLUSIVE BUSINESS COOPERATION AGREEMENTExclusive Business Cooperation Agreement • December 4th, 2017 • China SXT Pharmaceuticals, Inc.
This Exclusive Business Cooperation Agreement (this “Agreement”) is made and entered into by and between the following parties on October 13, 2017 in Taizhou, the People’s Republic of China (“China” or the “PRC”) .
Supplement Agreement No. 1 to Huangshan Panjie Investment Fund LLP Limited Partnership Admission AgreementSupplement Agreement • August 19th, 2019 • China SXT Pharmaceuticals, Inc. • Pharmaceutical preparations
This Huangshan Panjie Investment Fund LLP Limited Partnership Admission Agreement was signed by the following partners on June 10, 2019 in Huangshan High-tech Industrial Development Zone (former Huangshan Economic Development Zone), Anhui, China:
VOTING RIGHTS PROXY AGREEMENTVoting Rights Proxy Agreement • December 3rd, 2020 • China SXT Pharmaceuticals, Inc. • Pharmaceutical preparations • Virgin Islands
This Voting Rights Proxy Agreement (this “Agreement”) is entered into as of November 24, 2020 (“Effective Date”), by and between Xing Yuan (“Yuan”) and Feng Zhou (“Zhou”). Yuan and Zhou are each referred to in this Agreement as a “Party” and collectively as the “Parties.”
Supplement Agreement No. 2 to Limited Partnership Admission Agreement Huangshan Panjie Investment Management Co., Ltd. Jiangsu Su Xuan Tang Pharmaceutical Co. Ltd.Supplement Agreement • August 19th, 2019 • China SXT Pharmaceuticals, Inc. • Pharmaceutical preparations
In view of Supplement Agreement to Huangshan Panjie Investment Center (Limited Partnership) Partnership Admission Agreement signed by Party A and Party B, agreeing that Party B make RMB 2,500 of capital contribution to Party A which be managed by Huangshan Panjie Investment Fund LLP (“Fund”), and with the aim of rational use of the capital contribution, Party A and Party B herewith agree to reach the following Supplement Agreement on the bilateral use, and distribution of capital gains
CHINA SXT PHARMACEUTICALS, INC.China SXT Pharmaceuticals, Inc. • December 16th, 2019 • Pharmaceutical preparations • New York
Reference is hereby made to (a) that certain Securities Purchase Agreement, dated as of April 16, 2019 (as amended, restated or otherwise modified from time to time prior to the date hereof, the “SPA”), by and among CHINA SXT PHARMACEUTICALS, INC., a company organized under the laws of the British Virgin Islands (the “Company”), the undersigned (the “Investor”) and the other buyers signatory thereto (the “Buyers”), pursuant to which, among other things, the Company sold, and the Investor, in its capacity as a Buyer, purchased (i) a Series A Note (as defined in the Forbearance Agreement), (ii) a Series B Senior Secured Convertible Note (as defined in the Forbearance Agreement), (iii) a Series A Warrant to purchase 298,329 of the Company’s ordinary shares equal to 50% of the shares issuable upon conversion of the Series A Notes, and (D) a Series B Warrant to purchase 149,165 of the Company’s ordinary shares equal to 50% of the shares issuable upon conversion of the Series B Notes (Series
FORM OF MUTUAL RELEASEChina SXT Pharmaceuticals, Inc. • December 16th, 2019 • Pharmaceutical preparations
Reference is hereby made to (a) that certain Securities Purchase Agreement, dated as of April 16, 2019 (as amended, restated or otherwise modified from time to time prior to the date hereof, the “Securities Purchase Agreement”), by and among CHINA SXT PHARMACEUTICALS, INC., a company organized under the laws of the British Virgin Islands (the “Company”), [INVESTOR] (the “Investor”) and the other buyers signatory thereto (the “Buyers”), pursuant to which, among other things, the Company sold, and the Investor, in its capacity as a Buyer, purchased (A) that certain Series A Senior Convertible Note, dated May 2, 2019, with an original principal amount of US$5,000,000 (as amended, restated or otherwise modified from time to time prior to the date hereof, the “Series A Note”), convertible into Ordinary Shares (as defined in the Securities Purchase Agreement) in accordance therewith and (B) that certain Series B Senior Secured Convertible Note, dated May 2, 2019, with an original principal a
FORM OF FORBEARANCE AND AMENDMENT AGREEMENTForm of Forbearance and Amendment Agreement • December 16th, 2019 • China SXT Pharmaceuticals, Inc. • Pharmaceutical preparations • New York
This Forbearance and Amendment Agreement (“Agreement”) is made and entered into this 13th day of December, 2019, by and between, [INVESTOR] (the “Investor”) and CHINA SXT PHARMACEUTICALS, INC., a company organized under the laws of the British Virgin Islands (the “Company”) (collectively, the “Parties”).
EXCLUSIVE OPTION AGREEMENTExclusive Option Agreement • December 4th, 2017 • China SXT Pharmaceuticals, Inc.
This Exclusive Option Agreement (this “Agreement”) is executed by and among the following Parties as of October 13, 2017 in Taizhou, the People’s Republic of China (“China” or the “PRC”):
