REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 27th, 2022 • Greenland Technologies Holding Corp. • General industrial machinery & equipment
This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and each Purchaser with respect to the issuance of “restricted securities” (the “Purchase Agreement”).
Greenland Acquisition CorporationGreenland Acquisition Corp. • April 9th, 2018 • Blank checks • Virgin Islands
Greenland Acquisition Corporation, a British Virgin Islands business company (the “Company”), is pleased to accept the offer Greenland Asset Management Corporation, a British Virgin Islands business company (the “Subscriber” or “you”), has made to purchase 1,150,000 ordinary shares (the “Shares”), $0.0001 par value per share (the “Ordinary Shares”), up to 150,000 of which are subject to complete or partial forfeiture by you if the underwriters of the Company’s initial public offering (“IPO”) of units (“Units”) do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 30th, 2018 • Greenland Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of July 24, 2018, by and among Greenland Acquisition Corporation, a British Virgin Islands company (the “Company”), Greenland Asset Management Corporation (the “Sponsor”), and any other holder of Registrable Securities (as defined below) which becomes a party to this Agreement pursuant to Section 6.2.
WARRANT AGREEMENTWarrant Agreement • July 30th, 2018 • Greenland Acquisition Corp. • Blank checks • New York
This Warrant Agreement (this “Agreement”) is made as of July 24, 2018 between Greenland Acquisition Corporation, a British Virgin Islands company, with offices at Suite 906, Tower W1, Oriental Plaza, No. 1 East Chang’an Street, Dongcheng District, Beijing, People’s Republic of China (“Company”), and Continental Stock Transfer & Trust Company, a New York corporation, with offices at One State Street, 30th Floor, New York, New York 10004 (“Warrant Agent”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 27th, 2022 • Greenland Technologies Holding Corp. • General industrial machinery & equipment • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of July 25, 2022, between Greenland Technologies Holding Corporation, a British Virgin Islands company with limited liability (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
ORDINARY SHARE PURCHASE WARRANT GREENLAND TECHNOLOGIES HOLDING CORPORATIONGreenland Technologies Holding Corp. • July 27th, 2022 • General industrial machinery & equipment
THIS 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 January 27, 2023 (the “Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on January 26, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from Greenland Technologies Holding Corporation, a British Virgin Islands company with limited liability (the “Company”), up to ______________________ shares (as subject to adjustment hereunder, the “Warrant Shares”) of the Company’s Ordinary Shares. The purchase price of one Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • July 27th, 2022 • Greenland Technologies Holding Corp. • General industrial machinery & equipment • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of July 25, 2022, between Greenland Technologies Holding Corporation, a British Virgin Islands company with limited liability (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”).
4,000,000 Units Greenland Acquisition Corporation UNDERWRITING AGREEMENTUnderwriting Agreement • July 30th, 2018 • Greenland Acquisition Corp. • Blank checks • New York
The undersigned, Greenland Acquisition Corporation, a British Virgin Islands company (“Company”), hereby confirms its agreement with Chardan Capital Markets LLC (hereinafter referred to as “you”, “Chardan”, or as the “Representative”) and with the other underwriters named on Schedule A hereto for which you are acting as representative (the Representative and the other Underwriters being collectively referred to herein as the “Underwriters” or, individually, an “Underwriter”), as follows:
AT THE MARKET OFFERING AGREEMENT November 19, 2021Market Offering Agreement • November 22nd, 2021 • Greenland Technologies Holding Corp. • General industrial machinery & equipment • New York
Greenland Technologies Holding Corporation, a British Virgin Islands company (the “Company”), confirms its agreement (this “Agreement”) with H.C. Wainwright & Co., LLC (the “Manager”) as follows:
EMPLOYMENT AGREEMENTEmployment Agreement • October 30th, 2019 • Greenland Technologies Holding Corp. • Blank checks • New York
This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of October 24, 2019 (the “Effective Date”), by and between Greenland Acquisition Corporation, a British Virgin Islands business company with limited liability (the “Company”), and Raymond Z. Wang, 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 subsidiaries and affiliated entities (collectively, the “Group”).
RIGHTS AGREEMENTRights Agreement • July 30th, 2018 • Greenland Acquisition Corp. • Blank checks • New York
This Rights Agreement (this “Agreement”) is made as of July 24, 2018 between Greenland Acquisition Corporation, a British Virgin Islands company, with offices at Suite 906, Tower W1, Oriental Plaza, No. 1 East Chang’an Street, Dongcheng District, Beijing, People’s Republic of China (“Company”), and Continental Stock Transfer& Trust Company, a New York corporation, with offices at One State Street, 30th Floor, New York, New York 10004 (“Rights Agent”).
UNIT SUBSCRIPTION AGREEMENTUnit Subscription Agreement • July 16th, 2018 • Greenland Acquisition Corp. • Blank checks • Virgin Islands
This UNIT SUBSCRIPTION AGREEMENT (this “Agreement”) is made as of this 28th day of June, 2018, by and between Greenland Acquisition Corporation, a British Virgin Islands business company (the “Company”), having its principal place of business at Suite 906, Tower W1, Oriental Plaza, No. 1 East Chang'an Street, Dongcheng District, Beijing, People’s Republic of China, and Greenland Asset Management Corporation (the “Purchaser”).
857,844 ORDINARY SHARES, NO PAR VALUE PER SHARE GREENLAND TECHNOLOGIES HOLDING CORPORATION UNDERWRITING AGREEMENTUnderwriting Agreement • June 30th, 2021 • Greenland Technologies Holding Corp. • General industrial machinery & equipment • New York
The undersigned, Greenland Technologies Holding Corporation, a British Virgin Islands company limited by shares (collectively with its Subsidiaries (as defined below) the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, including the Representative (as defined below), the “Underwriters” and each an “Underwriter”) named in Schedule I hereto for which Aegis Capital Corp. is acting as representative to the several Underwriters (the “Representative” and if there are no Underwriters other than the Representative, references to multiple Underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) on the terms and conditions set forth herein.
INDEMNITY AGREEMENTIndemnity Agreement • July 16th, 2018 • Greenland Acquisition Corp. • Blank checks • New York
THIS INDEMNITY AGREEMENT (this “Agreement”) is made as of July __, 2018, by and between GREENLAND ACQUISITION CORPORATION, a British Virgin Islands business company organized with limited liability (the “Company”), and _____________ (“Indemnitee”).
SHARE EXCHANGE AGREEMENTShare Exchange Agreement • July 12th, 2019 • Greenland Acquisition Corp. • Blank checks • New York
This Share Exchange Agreement (this “Agreement”) is made and entered into as of July 12, 2019 by and among: (i) Greenland Acquisition Corporation, a British Virgin Islands business company with limited liability (the “Purchaser”); (ii) Greenland Asset Management Corporation, a British Virgin Islands company with limited liability, in the capacity as the representative from and after the Closing (as defined below) for the shareholders of the Purchaser other than the Seller and its successors and assigns in accordance with the terms and conditions of this Agreement (the “Purchaser Representative”); (iii) Zhongchai Holding (Hong Kong) Limited, a Hong Kong registered company (the “Company”); and (iv) Cenntro Holding Limited (the “Seller”). The Purchaser, Purchaser Representative, the Company and the Seller are sometimes referred to herein individually as a “Party” and, collectively, as the “Parties”.
INVESTMENT MANAGEMENT TRUST AGREEMENTInvestment Management Trust Agreement • July 30th, 2018 • Greenland Acquisition Corp. • Blank checks • New York
This Agreement is made as of July 24, 2018 by and between Greenland Acquisition Corporation (the “Company”) and Continental Stock Transfer & Trust Company (“Trustee”).
Contract for Loans of Working CapitalGreenland Technologies Holding Corp. • March 31st, 2022 • General industrial machinery & equipment • Zhejiang
This contract is signed by the lender and the borrower through consultation in accordance with relevant national laws, regulations and rules
SUBSCRIPTION AGREEMENTSubscription Agreement • September 12th, 2019 • Greenland Acquisition Corp. • Blank checks • New York
In connection with the contemplated business combination (the “Transaction”) among Greenland Acquisition Corporation, a British Virgin Islands company (the “Company”), and Zhongchai Holding (Hong Kong) Limited, a Hong Kong company, a company organized under the laws of Hong Kong (“Target”), and certain other parties, which Transaction will be consummated in accordance with a securities exchange agreement entered into among the Company, the Target and certain other parties, dated July 15, 2019 (the “Transaction Agreement”), the Company is seeking commitments to purchase the Company’s ordinary shares, no par value (the “Shares”), for a purchase price of $10.25 per Share (the “Purchase Price”). Subject to Section 3, the Company is offering the Shares in a private placement (the “Offering”) in which the Company expects to issue and sell Shares pursuant to subscription agreements on substantially the same terms hereof. In connection therewith, the undersigned subscriber (“Subscriber”) and t
LOCK-UP AGREEMENTLock-Up Agreement • July 12th, 2019 • Greenland Acquisition Corp. • Blank checks • New York
THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into as of July 12, 2019 by and among (i) Greenland Acquisition Corporation, a British Virgin Islands company with limited liability, which will be known after the consummation of the transactions contemplated by the Share Exchange Agreement (as defined below) as “Greenland Technologies Holding Corporation” (including any successor entity thereto, the “Purchaser”), (ii) Greenland Asset Management Corporation, a British Virgin Islands company with limited liability, in the capacity under the Share Exchange Agreement as the Purchaser Representative (including any successor Purchaser Representative appointed in accordance therewith, the “Purchaser Representative”), and (iii) the undersigned (“Holder”). Any capitalized term used but not defined in this Agreement will have the meaning ascribed to such term in the Share Exchange Agreement.
Lock-up AgreementLock-Up Agreement • July 27th, 2022 • Greenland Technologies Holding Corp. • General industrial machinery & equipment
The undersigned understands that Greenland Technologies Holding Corp., a British Virgin Islands company with limited liability (the “Company”), intends to enter into Securities Purchase Agreements (the “SPAs”) with each purchaser (each, an “Investor”, and collectively “Investors”) identified on the signature page of the SPAs, providing for the registered direct offering (the “Public Offering”) and private placement (the “Private Placement” and together with the Public Offering, the “Transaction”) of ordinary shares of the Company (“Shares”) and warrants and pre-funded warrants (together, “Warrants”) to purchase Shares, and in connection therewith, to enter into a registration rights agreement with the Investors.
Working Capital Loan ContractGreenland Technologies Holding Corp. • May 19th, 2023 • General industrial machinery & equipment
Special Note: This contract is concluded by both parties on a negotiated and voluntary basis of equality and law. All terms of the contract are true expressions of the intention of both parties.In order to safeguard the legitimate rights and interests of the borrower, the lender hereby requests the borrower to pay full attention to all the provisions concerning the rights and obligations of both parties, especially the black body part.
NON-COMPETITION AND NON-SOLICITATION AGREEMENTNon-Competition and Non-Solicitation Agreement • July 12th, 2019 • Greenland Acquisition Corp. • Blank checks • New York
THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) is being executed and delivered as of July 12, 2019 by Cenntro Holding Limited (the “Seller”) in favor of and for the benefit of Greenland Acquisition Corporation, a British Virgin Islands business company with limited liability, which will be known after the consummation of the transactions contemplated by the Share Exchange Agreement (as defined below) as “Greenland Technologies Holding Corporation” (including any successor entity thereto, “Purchaser”), Zhongchai Holding (Hong Kong) Limited, a Hong Kong registered company (including any successor entity thereto, the “Company”), and each of Purchaser’s and/or the Company’s respective present and future Affiliates, successors and direct and indirect Subsidiaries (collectively with Purchaser and the Company, the “Covered Parties”). Any capitalized term used, but not defined in this Agreement will have the meaning ascribed to such term in the Share Exchange Agreement.
REPAYMENT AGREEMENTRepayment Agreement • March 31st, 2022 • Greenland Technologies Holding Corp. • General industrial machinery & equipment • New York
This Repayment Agreement (this “Agreement”), dated as of this 30 day of March 2022, is by and between Cenntro Holding Limited, a company formed in Hong Kong (“Cenntro”) and Greenland Technologies Holding Corporation, a company incorporated in the British Virgin Islands with limited liability (the “Company”).
CHANNEL PARTNER AGREEMENTChannel Partner Agreement • March 31st, 2022 • Greenland Technologies Holding Corp. • General industrial machinery & equipment • Delaware
This Channel Partner Agreement (“Agreement”), dated and effective as of November 20, 2021 (“Effective Date”), is entered into by and between Greenland Technologies Corp., a corporation organized under the laws of the state of Delaware, USA (“Greenland”), having a business address at 50 Millstone Road, Building 400 Suite 130, East Windsor, NJ 08512, USA and Elive Maroc S.A.R.L. A.U, a company organized under the laws of Morocco having a business address at 56, Bd Moulay Youssef. Etage 3, #14, Casablanca Morocco (“Partner”). Greenland and Partner are collectively referred as Parties.
Contract for Loans of Working CapitalGreenland Technologies Holding Corp. • August 21st, 2023 • General industrial machinery & equipment
The borrower should please read the full text of this contract carefully, especially the terms marked with ▲▲. If there is any doubt, please timely submit it to the lender for explanation.
LEASE AGREEMENTLease Agreement • May 12th, 2021 • Greenland Technologies Holding Corp. • General industrial machinery & equipment • New Jersey
THIS LEASE AGREEMENT (“Lease”) dated as of April 1, 2021, between SFA 50 Millstone Road, LLC, a New Jersey limited liability company, with offices at 312 Route 38 West, Suite 100, Moorestown, NJ 08057 (“Landlord”), and Greenland Technologies Corporation, with its principal office at Sunking Plaza Gaojiao Road, Building No.12, 11th floor, Hangzhou 311122 China (“Tenant”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • July 12th, 2019 • Greenland Acquisition Corp. • Blank checks • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is entered into as of July 12, 2019, by and among (i) Greenland Acquisition Corporation, a British Virgin Islands business company with limited liability, which will be known after the consummation of the transactions contemplated by the Share Exchange Agreement (as defined below) as “Greenland Technologies Holding Corporation” (including any successor entity thereto, “Purchaser”), (ii) Greenland Asset Management Corporation, a British Virgin Islands business company with limited liability, in the capacity under the Share Exchange Agreement as the Purchaser Representative (including any successor Purchaser Representative appointed in accordance therewith, the “Purchaser Representative”), and (iii) the undersigned party listed under Investor on the signature page hereto (the “Investor” and collectively with any assignees pursuant to Section 2 thereof, the “Investors”).
EXTENSION AGREEMENTExtension Agreement • November 23rd, 2020 • Greenland Technologies Holding Corp. • General industrial machinery & equipment • New York
This Extension Agreement (this “Agreement”), dated as of this 21 day of November, 2020, is by and between Cenntro Holding Limited, a Hong Kong company (“Cenntro”) and Greenland Technologies Holding Corporation, a British Virgin Islands company with limited liability (the “Company”).
Greenland Acquisition Corporation Suite 906, Tower W1, Oriental Plaza, No. 1 East Chang'an Street Dongcheng District, Beijing People’s Republic of ChinaLetter Agreement • July 16th, 2018 • Greenland Acquisition Corp. • Blank checks • New York
This letter agreement will confirm our agreement that, commencing on the first date (the “Effective Date”) that any securities of Greenland Acquisition Corporation (the “Company”) registered on the Company’s registration statement (the “Registration Statement”) for its initial public offering (the “IPO”) are listed on the Nasdaq Capital Market, and continuing until the earlier of (i) the consummation by the Company of an initial business combination and (ii) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), Puhui Wealth Investment Management (Beijing) Co., Ltd. (“Puhui”) shall make available to the Company certain office space, utilities and secretarial and administrative services as may be required by the Company from time to time, situated at Suite 906, Tower W1, Oriental Plaza, No. 1 East Chang'an Street, Dongcheng District, Beijing, People’s Republic of China (or any successor l
Greenland Acquisition Corporation Suite 906, Tower W1, Oriental Plaza, No. 1 East Chang’an Street Dongcheng District, Beijing People’s Republic of ChinaLetter Agreement • July 30th, 2018 • Greenland Acquisition Corp. • Blank checks • New York
This letter agreement will confirm our agreement that, commencing on the first date (the “Effective Date”) that any securities of Greenland Acquisition Corporation (the “Company”) registered on the Company’s registration statement (the “Registration Statement”) for its initial public offering (the “IPO”) are listed on the Nasdaq Capital Market, and continuing until the earlier of (i) the consummation by the Company of an initial business combination and (ii) the Company’s liquidation (in each case as described in the Registration Statement) (such earlier date hereinafter referred to as the “Termination Date”), Puhui Wealth Investment Management (Beijing) Co., Ltd. (“Puhui”) shall make available to the Company certain office space, utilities and secretarial and administrative services as may be required by the Company from time to time, situated at Suite 906, Tower W1, Oriental Plaza, No. 1 East Chang'an Street, Dongcheng District, Beijing, People’s Republic of China (or any successor l
TERMINATION AGREEMENTTermination Agreement • October 21st, 2019 • Greenland Acquisition Corp. • Blank checks • New York
THIS TERMINATION AGREEMENT (this “Agreement”) is made as of October 17, 2019 by and between Greenland Acquisition Corporation (the “Company”) and CCWW Holdings LLC (the “Subscriber”). The Company and the Subscriber are hereinafter collectively referred to as the “Parties” for the purpose of this Agreement.
TERMINATION AGREEMENT AND RELEASETermination Agreement and Release • March 20th, 2020 • Greenland Technologies Holding Corp. • General industrial machinery & equipment • New York
THIS TERMINATION AGREEMENT AND RELEASE (this “Agreement”), dated as of February 25, 2020, is by and between Greenland Technologies Holding Corporation, a British Virgin Islands company (previously known as Greenland Acquisition Corporation, “Greenland”), and Skyline Corporate Communication Group, LLC, a Massachusetts limited liability company (“SCCG”) (each of Greenland and SCCG, individually, a “Party,” and collectively, the “Parties”).
AEGIS CAPITAL CORP.Personal and Confidential • July 27th, 2022 • Greenland Technologies Holding Corp. • General industrial machinery & equipment • New York
The purpose of this placement agent agreement (the “Agreement”) is to outline our agreement pursuant to which Aegis Capital Corp. (“Aegis”) will act as the placement agent on a “best efforts” basis as to (a) securities sold under its shelf registration statement and (b) any securities sold other than pursuant to a registration statement in connection with the proposed placement (the “Placements”) by Greenland Technologies Holding Corp. (collectively, with its subsidiaries and affiliates, the “Company”) of its Ordinary Shares and warrants (the “Securities”). This Agreement sets forth certain conditions and assumptions upon which the Placements are premised.
ESCROW AGREEMENTEscrow Agreement • July 12th, 2019 • Greenland Acquisition Corp. • Blank checks • New York
This ESCROW AGREEMENT (this “Agreement”) is made and entered into as of July 12, 2019, by and among: (i) Greenland Acquisition Corporation, a British Virgin Islands business company with limited liability (including any successor entity thereto, “Purchaser”); (ii) Greenland Asset Management Corporation, a British Virgin Islands company with limited liability, in its capacity under the Share Exchange Agreement (as defined below) as the Purchaser Representative (including any successor Purchaser Representative in accordance with the Share Exchange Agreement, the “Purchaser Representative”); (iii) Cenntro Holding Limited (“Seller”); and (iv) Continental Stock Transfer & Trust Company, as escrow agent (the “Escrow Agent”). Capitalized terms used herein but not otherwise defined herein shall have the meaning given to such terms in the Share Exchange Agreement.
