DEPOSIT AGREEMENT by and among PINDUODUO INC. as Issuer, DEUTSCHE BANK TRUST COMPANY AMERICAS as Depositary, AND THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES EVIDENCED BY AMERICAN DEPOSITARY RECEIPTS ISSUED HEREUNDER Dated as of...Deposit Agreement • February 5th, 2019 • Pinduoduo Inc. • Services-business services, nec • New York
DEPOSIT AGREEMENT, dated as of July 25, 2018, by and among (i) Pinduoduo Inc., a company incorporated in the Cayman Islands, with its principal executive office at 28/F, No. 533 Loushanguan Road, Changning District, Shanghai, 200051, the People’s Republic of China, and its registered office at the offices of Vistra (Cayman) Limited, P.O. Box 31119 Grand Pavilion, Hibiscus Way, 802 West Bay Road, Grand Cayman, KY1-1205, Cayman Islands (together with its successors, the “Company”), (ii) Deutsche Bank Trust Company Americas, an indirect wholly owned subsidiary of Deutsche Bank A.G., acting in its capacity as depositary, with its principal office at 60 Wall Street, New York, NY 10005, United States of America (the “Depositary”, which term shall include any successor depositary hereunder), and (iii) all Holders and Beneficial Owners of American Depositary Shares evidenced by American Depositary Receipts issued hereunder (all such capitalized terms as hereinafter defined).
INDEMNIFICATION AGREEMENTIndemnification Agreement • June 29th, 2018 • Walnut Street Group Holding LTD • Services-business services, nec • New York
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of , 2018 by and between Walnut Street Group Holding Limited, an exempted company with limited liability incorporated and existing under the laws of the Cayman Islands (the “Company”), and ([Passport/ID] Number ) (the “Indemnitee”).
EMPLOYMENT AGREEMENTEmployment Agreement • June 29th, 2018 • Walnut Street Group Holding LTD • Services-business services, nec • New York
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of _________, 20___ by and between Walnut Street Group Holding Limited, an exempted company incorporated and existing under the laws of the Cayman Islands (the “Company”) and ____________, an individual with _______ [passport/ID number] __________________ (the “Executive”).
PINDUODUO INC. UNDERWRITING AGREEMENTUnderwriting Agreement • November 17th, 2020 • Pinduoduo Inc. • Services-business services, nec • New York
INDENTURE Dated as of Between PINDUODUO INC. as Company and DEUTSCHE BANK TRUST COMPANY AMERICAS as TrusteeIndenture • November 16th, 2020 • Pinduoduo Inc. • Services-business services, nec • New York
INDENTURE dated as of , 2020, between Pinduoduo Inc., an exempted company incorporated in the Cayman Islands (the “Company”), and Deutsche Bank Trust Company Americas, a New York banking corporation, as trustee (the “Trustee”).
PINDUODUO INC. AND DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee INDENTURE Dated as of September 27, 2019 0% Convertible Senior Notes due 2024Indenture • April 24th, 2020 • Pinduoduo Inc. • Services-business services, nec • New York
INDENTURE dated as of September 27, 2019 between PINDUODUO INC., a Cayman Islands exempted company, as issuer (the “Company,” as more fully set forth in Section 1.01) and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, as trustee (the “Trustee,” as more fully set forth in Section 1.01).
Zhu Jianchong Chen Lei Hangzhou Weimi Network Technology Co., Ltd. and Hangzhou Aimi Network Technology Co., Ltd. Fifth Amended and Restated Equity Pledge Agreement July 15, 2020Equity Pledge Agreement • April 30th, 2021 • Pinduoduo Inc. • Services-business services, nec
This Fifth Amended and Restated Equity Pledge Agreement (this “Agreement”) is executed by and among the following parties on July 15, 2020
PINDUODUO INC. UNDERWRITING AGREEMENTUnderwriting Agreement • February 5th, 2019 • Pinduoduo Inc. • Services-business services, nec • New York
STRATEGIC COOPERATION FRAMEWORK AGREEMENTStrategic Cooperation Framework Agreement • July 23rd, 2018 • Pinduoduo Inc. • Services-business services, nec
THEREFORE, based on the principles of mutual benefit and friendly cooperation and upon consultations conducted on an equal basis, the Parties have reached the following agreement regarding their strategic cooperation:
Exclusive Consulting and Services AgreementConsulting and Services Agreement • July 23rd, 2018 • Pinduoduo Inc. • Services-business services, nec
This Exclusive Consulting and Services Agreement (this “Agreement”) is executed by and among the following parties on June 5, 2015:
Sun Qin Chen Lei Zhang Zhen Linzhi Tencent Technology Co., Ltd Hangzhou Weimi Network Technology Co., Ltd and Hangzhou Aimi Network Technology Co., Ltd Third Amended and Restated Shareholders’ Voting Rights Proxy Agreement April 25, 2018Rights Proxy Agreement • July 23rd, 2018 • Pinduoduo Inc. • Services-business services, nec
This Third Amended and Restated Shareholders’ Voting Rights Proxy Agreement (this “Agreement”) is executed by and among the following parties on April 25, 2018:
Dated March 5, 2018 SEVENTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENT between Walnut Street Group Holding Limited as Company HongKong Walnut Street Limited as HK Company Hangzhou Weimi Network Technology Co., Ltd. as WFOE Hangzhou Aimi Network...Shareholders Agreement • July 23rd, 2018 • Pinduoduo Inc. • Services-business services, nec • Hong Kong
This Seventh Amended and Restated Shareholders Agreement (this “Agreement”) is made and entered into as of March 5, 2018 by and among:
SERIES C-3 PREFERRED SHARES PURCHASE AGREEMENTPreferred Shares Purchase Agreement • July 23rd, 2018 • Pinduoduo Inc. • Services-business services, nec • Hong Kong
SERIES D PREFERRED SHARES PURCHASE AGREEMENTSeries D Preferred Shares Purchase Agreement • July 23rd, 2018 • Pinduoduo Inc. • Services-business services, nec • Hong Kong
*** Indicates where text has been omitted pursuant to a request for confidential treatment under Rule 406 of the Securities Act of 1933, as amended. The omitted materials have been filed separately with the Securities and Exchange Commission.
SERIES C PREFERRED SHARES PURCHASE AGREEMENTSeries C Preferred Shares Purchase Agreement • July 23rd, 2018 • Pinduoduo Inc. • Services-business services, nec • Hong Kong
*** Indicates where text has been omitted pursuant to a request for confidential treatment under Rule 406 of the Securities Act of 1933, as amended. The omitted materials have been filed separately with the Securities and Exchange Commission.
SERIES B-4 PREFERRED SHARES PURCHASE AGREEMENTPreferred Shares Purchase Agreement • July 23rd, 2018 • Pinduoduo Inc. • Services-business services, nec • Hong Kong
*** Indicates where text has been omitted pursuant to a request for confidential treatment under Rule 406 of the Securities Act of 1933, as amended. The omitted materials have been filed separately with the Securities and Exchange Commission.
Hangzhou Weimi Network Technology Co., Ltd Sun Qin Chen Lei Zhang Zhen Linzhi Tencent Technology Co., Ltd and Hangzhou Aimi Network Technology Co., Ltd Third Amended and Restated Exclusive Option Agreement April 25, 2018Exclusive Option Agreement • July 23rd, 2018 • Pinduoduo Inc. • Services-business services, nec
This Third Amended and Restated Exclusive Option Agreement (this “Agreement”) is executed by and among the following parties on April 25, 2018:
PINDUODUO INC. AND DEUTSCHE BANK TRUST COMPANY AMERICAS, as Trustee SUPPLEMENTAL INDENTURE Dated as of November 20, 2020 to Indenture dated as of November 20, 2020 0.00% Convertible Senior Notes due 2025Supplemental Indenture • April 30th, 2021 • Pinduoduo Inc. • Services-business services, nec • New York
SUPPLEMENTAL INDENTURE dated as of November 20, 2020 (this “Supplemental Indenture”) between PINDUODUO INC., a Cayman Islands exempted company, as issuer (the “Company,” as more fully set forth in Section 1.01) and DEUTSCHE BANK TRUST COMPANY AMERICAS, a New York banking corporation, as trustee (the “Trustee,” as more fully set forth in Section 1.01), supplementing the Indenture dated as of November November 20, 2020 between the Company and the Trustee (the “Base Indenture” and the Base Indenture, as amended and supplemented by this Supplemental Indenture, and as it may be further amended or supplemented from time to time with respect to the Notes, the “Indenture”).
Zhu Jianchong Chen Lei Hangzhou Weimi Network Technology Co., Ltd and Hangzhou Aimi Network Technology Co., Ltd Fifth Amended and Restated Shareholders’ Voting Rights Proxy Agreement July 15, 2020Rights Proxy Agreement • April 30th, 2021 • Pinduoduo Inc. • Services-business services, nec
This Fifth Amended and Restated Shareholders’ Voting Rights Proxy Agreement (this “Agreement”) is executed by and among the following parties on July 15, 2020:
Hangzhou Weimi Network Technology Co., Ltd Zhu Jianchong Chen Lei and Hangzhou Aimi Network Technology Co., Ltd Fifth Amended and Restated Exclusive Option Agreement July 15, 2020Exclusive Option Agreement • April 30th, 2021 • Pinduoduo Inc. • Services-business services, nec
This Fifth Amended and Restated Exclusive Option Agreement (this “Agreement”) is executed by and among the following parties on July 15, 2020:
Hangzhou Weimi Network Technology Co., Ltd Sun Qin Chen Lei and Hangzhou Aimi Network Technology Co., Ltd Fourth Amended and Restated Exclusive Option Agreement September 23, 2019 Fourth Amended and Restated Exclusive Option AgreementEquity Transfer Agreement • April 24th, 2020 • Pinduoduo Inc. • Services-business services, nec
This Fourth Amended and Restated Exclusive Option Agreement (this “Agreement”) is executed by and among the following parties on September 23, 2019:
