RUHNN HOLDING LIMITED UNDERWRITING AGREEMENTUnderwriting Agreement • March 29th, 2019 • Ruhnn Holding LTD • Retail-catalog & mail-order houses • New York
The undersigned understands that Citigroup Global Markets Inc. and UBS Securities LLC (the “Representatives”) propose to enter into an Underwriting Agreement (the “Underwriting Agreement”) with Ruhnn Holding Limited, an exempted company incorporated in the Cayman Islands (the “Company”), providing for the public offering (the “Public Offering”) by the several Underwriters, including the Representatives (the “Underwriters”), of American Depositary Shares (“ADSs”) representing Class A ordinary shares, par value US$0.000000001 per share, of the Company (together with the Class B ordinary shares, par value US$0.000000001 per share, of the Company, the “Ordinary Shares”).
FORM OF DIRECTOR AND EXECUTIVE OFFICER INDEMNIFICATION AGREEMENTForm of Director and Executive Officer Indemnification Agreement • March 6th, 2019 • Ruhnn Holding LTD • Retail-catalog & mail-order houses • New York
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of___________, by and between Ruhnn Holding Limited, a company incorporated and existing under the laws of the Cayman Islands (the “Company”), and____________, [a director/an executive officer] of the Company (the “Indemnitee”).
AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • February 3rd, 2021 • Ruhnn Holding LTD • Retail-catalog & mail-order houses • New York
This Agreement and Plan of Merger (this “Agreement”), dated as of February 3, 2021, is made by and among RUNION Holding Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands (“Parent”); RUNION Mergersub Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands and a wholly owned subsidiary of Parent (“Merger Sub”); and Ruhnn Holding Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Company”). Parent, Merger Sub and the Company are each sometimes referred to herein as a “Party”, and collectively, as the “Parties”).
FORM OF EMPLOYMENT AGREEMENTForm of Employment Agreement • March 6th, 2019 • Ruhnn Holding LTD • Retail-catalog & mail-order houses • New York
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of _______ by and between Ruhnn Holding Limited, a company incorporated and existing under the laws of the Cayman Islands (the “Company”) and ______________, an individual (the “Executive”). 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 direct or indirect subsidiaries and affiliates (collectively, the “Group”).
Share Purchase AgreementAgreement • March 6th, 2019 • Ruhnn Holding LTD • Retail-catalog & mail-order houses • New York
AGREEMENT (this “Agreement”) dated as of March 5, 2019 between Ruhnn Holding Limited, a Cayman Islands exempted company with limited liability (the “Company”), and China Himalaya Investment Limited, a company incorporated under the laws of British Virgin Islands (the “Investor”).
Power of AttorneyPower of Attorney • March 6th, 2019 • Ruhnn Holding LTD • Retail-catalog & mail-order houses • Shanghai
This Power of Attorney (hereinafter referred to as “this Agreement”) is concluded among following Parties on 4th October 2018 and in Hangzhou, China.
Hangzhou Dayi E-commerce Co., Ltd. Equity Interest Transfer Agreement Signed on: March 5, 2019Equity Interest Transfer Agreement • March 6th, 2019 • Ruhnn Holding LTD • Retail-catalog & mail-order houses • Hong Kong
This equity interest transfer agreement (the “Agreement”) is signed by and between the following three Parties (“Parties” or “Party”) in Shanghai, the People’s Republic of China (“China”) on March 5, 2019.
Equity Pledge AgreementEquity Pledge Agreement • March 6th, 2019 • Ruhnn Holding LTD • Retail-catalog & mail-order houses • Shanghai
This Equity Pledge Agreement (hereinafter referred to as “this Agreement”) is signed in Hangzhou, China on 4th October 2018 among the following Parties:
Exclusive Call Option AgreementExclusive Call Option Agreement • March 6th, 2019 • Ruhnn Holding LTD • Retail-catalog & mail-order houses
Party A: Hangzhou Yihan Technology Co., Ltd., a limited liability company established and existing in accordance with the laws of the People’s Republic of China, situated at Room 410, Floor 4, Building A11, Jiusheng Road 9, Jianggan District, Hangzhou.
Exclusive Business Cooperation AgreementExclusive Business Cooperation Agreement • March 6th, 2019 • Ruhnn Holding LTD • Retail-catalog & mail-order houses
This Exclusive Business Cooperation Agreement (this “agreement”) is made and entered into by and between the following parties in Hangzhou on October 4, 2018:
Cooperative Agreement Between Hangzhou Hanyi E-Commerce Co., Ltd., Hangzhou Wunai Yidui Trading Co., Ltd. and Yi Zhang April 30, 2016Ruhnn Holding LTD • March 6th, 2019 • Retail-catalog & mail-order houses
Party A is a leading internet key opinion leader facilitator in China and supply chain management integrator with many years of e-commerce operation experience and mature supply chain management capabilities.
