AURORA MOBILE LIMITED AND THE BANK OF NEW YORK MELLON As Depositary AND OWNERS AND HOLDERS OF AMERICAN DEPOSITARY SHARES Deposit Agreement July 25, 2018Deposit Agreement • December 17th, 2018 • Aurora Mobile LTD • Services-computer programming, data processing, etc. • New York
DEPOSIT AGREEMENT dated as of July 25, 2018 among AURORA MOBILE LIMITED, a company incorporated under the laws of the Cayman Islands (herein called the Company), THE BANK OF NEW YORK MELLON, a New York banking corporation (herein called the Depositary), and all Owners and Holders (each as hereinafter defined) from time to time of American Depositary Shares issued hereunder.
INDEMNIFICATION AGREEMENTIndemnification Agreement • July 13th, 2018 • Aurora Mobile LTD • Services-computer programming, data processing, etc.
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of , 2018 by and between Aurora Mobile Limited, an exempted company incorporated and existing under the laws of the Cayman Islands (the “Company”), and (Passport/PRC ID Card No. ) (the “Indemnitee”).
EMPLOYMENT AGREEMENTEmployment Agreement • July 13th, 2018 • Aurora Mobile LTD • Services-computer programming, data processing, etc. • New York
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of , 2018 by and between Aurora Mobile Limited, an exempted company incorporated and existing under the laws of the Cayman Islands (the “Company”) and (Passport/PRC ID Card No. ) (the “Executive”).
Aurora Mobile Limited [12,000,000] American Depositary Shares Representing [8,000,000] Class A Common Shares (par value US$0.0001 per share) Underwriting AgreementUnderwriting Agreement • July 23rd, 2018 • Aurora Mobile LTD • Services-computer programming, data processing, etc. • New York
The ADSs are to be issued pursuant to a deposit agreement (the “Deposit Agreement”), dated as of [●], 2018, among the Company, The Bank of New York Mellon, as depositary (the “Depositary”), and owners and holders from time to time of American depositary shares issued thereunder. Three ADSs will initially represent the right to receive two Common Shares deposited pursuant to the Deposit Agreement.
Exclusive Option AgreementExclusive Option Agreement • September 22nd, 2022 • Aurora Mobile LTD • Services-computer programming, data processing, etc.
This Exclusive Option Agreement (this “Agreement”) is executed by and among the following Parties as of July 26, 2022 in Shenzhen, the People’s Republic of China (“China” or the “PRC”):
Equity Interest Pledge AgreementEquity Interest Pledge Agreement • September 22nd, 2022 • Aurora Mobile LTD • Services-computer programming, data processing, etc.
This Equity Interest Pledge Agreement (this “Agreement”) has been executed by and among the following parties on July 26, 2022 in Shenzhen, the People’s Republic of China (“China” or the “PRC”):
Exclusive Business Cooperation AgreementExclusive Business Cooperation Agreement • September 22nd, 2022 • Aurora Mobile LTD • Services-computer programming, data processing, etc.
This Exclusive Business Cooperation Agreement (this “Agreement”) is made and entered into by and between the following parties on July 26, 2022 in Shenzhen, the People’s Republic of China (“China” or the “PRC”).
Termination Agreement of Contractual ArrangementsTermination Agreement of Contractual Arrangements • September 22nd, 2022 • Aurora Mobile LTD • Services-computer programming, data processing, etc.
This Termination Agreement of Contractual Arrangements (this “Agreement”) was entered by and among the following Parties as of July 26, 2022 in Shenzhen, the People’s Republic of China (“China”):
INVESTORS’ RIGHTS AGREEMENT among Aurora Mobile Limited, Mercer Investments (Singapore) Pte. Ltd., MANDRA IBASE LIMITED, Luo Wei Dong (罗伟东) and Dated April 17, 2018 Paul, Weiss, Rifkind, Wharton & Garrison Solicitors and International Lawyers 12th...Investors’ Rights Agreement • June 29th, 2018 • Aurora Mobile LTD • Services-computer programming, data processing, etc. • Hong Kong
SUBSCRIPTION AGREEMENT between AURORA MOBILE LIMITED, MERCER INVESTMENTS (SINGAPORE) PTE. LTD., MANDRA IBASE LIMITED, and THE PARTIES listed on Schedule 1 hereto Dated April 11, 2018 Paul, Weiss, Rifkind, Wharton & Garrison Solicitors and...Subscription Agreement • June 29th, 2018 • Aurora Mobile LTD • Services-computer programming, data processing, etc. • Hong Kong
SERIES C PREFERRED SHARE PURCHASE AGREEMENTSeries C Preferred Share Purchase Agreement • June 29th, 2018 • Aurora Mobile LTD • Services-computer programming, data processing, etc. • Hong Kong
Shareholder Voting Proxy AgreementShareholder Voting Proxy Agreement • September 22nd, 2022 • Aurora Mobile LTD • Services-computer programming, data processing, etc.
This Shareholder Voting Proxy Agreement (this “Agreement”) is entered into by and among the following parties as of July 26, 2022 in Shenzhen, the People’s Republic of China (“China”, excluding Hong Kong, Macao and Taiwan for the purpose hereof):
SPD BANK Term Loan AgreementTerm Loan Agreement • November 10th, 2021 • Aurora Mobile LTD • Services-computer programming, data processing, etc. • Macau
The Borrower applies to the Lender for term loan for capital turnover needs; upon review, the Lender agrees to grant the loan in accordance with the terms and conditions of this Agreement. In order to clarify the rights and obligations of the parties, the Borrower and the Lender hereby enter into this Agreement in accordance with the relevant laws, regulations and rules of the People’s Republic of China upon mutual agreement, and this Agreement shall be binding on both parties..
Financial Support AgreementFinancial Support Agreement • June 1st, 2018 • Aurora Mobile LTD • Services-computer programming, data processing, etc.
This agreement (this “Agreement”) is entered into by and among the parties below as of March 28, 2018 in Shenzhen, People’s Republic of China (“PRC”):
FOURTH AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENTShareholders’ Agreement • June 1st, 2018 • Aurora Mobile LTD • Services-computer programming, data processing, etc. • Hong Kong
THIS FOURTH AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENT (this “Agreement”) is entered into on May 10, 2017 (the “Signing Date”), by and among:
Shareholder Voting Proxy AgreementShareholder Voting Proxy Agreement • June 29th, 2018 • Aurora Mobile LTD • Services-computer programming, data processing, etc. • Beijing
This Shareholder Voting Proxy Agreement (this “Agreement”) is entered into by and among the parties as of March 28, 2018 in Shenzhen, People’s Republic of China (“PRC”, for the purpose of this Agreement, PRC shall not include Hong Kong, Macau and Taiwan):
and AURORA MOBILE LIMITED SHARE REDEMPTION AGREEMENT in respect of AURORA MOBILE LIMITEDShare Redemption Agreement • June 29th, 2018 • Aurora Mobile LTD • Services-computer programming, data processing, etc. • Hong Kong
The Seller desires to sell to the Company, and the Company desires to redeem from the Seller, 1,738,720 Series C Preferred Shares of the Company held by the Seller (the “Redeemed Shares”) for cancellation pursuant to the terms and conditions of this Agreement.
SERIES D PREFERRED SHARE PURCHASE AGREEMENTSeries D Preferred Share Purchase Agreement • June 1st, 2018 • Aurora Mobile LTD • Services-computer programming, data processing, etc. • Hong Kong
Financial Support AgreementFinancial Support Agreement • September 22nd, 2022 • Aurora Mobile LTD • Services-computer programming, data processing, etc.
This Financial Support Agreement (this “Agreement”) is entered into by and among the following parties as of July 26, 2022 in Shenzhen, the People’s Republic of China (“China”):
Equity Transfer AgreementEquity Transfer Agreement • April 12th, 2024 • Aurora Mobile LTD • Services-computer programming, data processing, etc.
According to the general meeting of shareholders held on February 24, 2022 by Wuhan SendCloud Technology Co., Ltd. (“SendCloud Technology” or the “Company”), JI Jiasheng, Beijing Hengda Yitong Digital Network Technology Development Co., Ltd. (“Hengda Yitong”), ZHAO Jingyi, Beijing HongYu Internet Tech Company Limited (“Beijing HongYu”) and Wuhan Optical Valley Talent Venture Capital Partnership (L.P.) (“Optical Valley Venture Capital”), as the Transferors, and Shenzhen Hexun Huagu Information Technology Co., Ltd. (“Hexun Huagu”), as the Transferee, hereby reach this Agreement on February 24, 2022 with respect to the equity transfer of SendCloud Technology as follows:
