DEPOSIT AGREEMENT by and among AESTHETIC MEDICAL INTERNATIONAL HOLDINGS GROUP LIMITED as Issuer, DEUTSCHE BANK TRUST COMPANY AMERICAS as Depositary, AND THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES EVIDENCED BY AMERICAN DEPOSITARY...Deposit Agreement • April 24th, 2020 • Aesthetic Medical International Holdings Group LTD • Services-specialty outpatient facilities, nec • New York
DEPOSIT AGREEMENT, dated as of October 24, 2019, by and among (i) Aesthetic Medical International Holdings Group Limited, a company incorporated in the Cayman Islands, with its principal executive office at 1122 Nanshan Boulevard, Nanshan District, Shenzhen, Guangdong Province, China 518052 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 defi
EMPLOYMENT AGREEMENTEmployment Agreement • September 30th, 2019 • Aesthetic Medical International Holdings Group LTD • Services-specialty outpatient facilities, nec • New York
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of , 2019 by and between Aesthetic Medical International Holdings Group 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”).
Equity Interest Pledge AgreementEquity Interest Pledge Agreement • April 30th, 2021 • Aesthetic Medical International Holdings Group LTD • Services-specialty outpatient facilities, nec
This Equity Interest Pledge Agreement (this “Agreement”) is entered into by and among the following parties on April 23, 2021 in Shenzhen, the People’s Republic of China (“China” or the “PRC”):
Exclusive Option AgreementExclusive Option Agreement • April 30th, 2021 • Aesthetic Medical International Holdings Group LTD • Services-specialty outpatient facilities, nec
This Exclusive Option Agreement (this “Agreement”) is executed by and among the following parties as of April 23, 2021 in Shenzhen, the People’s Republic of China (“China” or the “PRC”):
ECONOMIC INTEREST TRANSFER AGREEMENTEconomic Interest Transfer Agreement • April 30th, 2021 • Aesthetic Medical International Holdings Group LTD • Services-specialty outpatient facilities, nec
This Economic Interest Transfer Agreement (the “Agreement”) is entered into by and among the parties below as of April 23, 2021 in Shenzhen, the People’s Republic of China (“China” or the “PRC”):
FORM OF INDEMNIFICATION AGREEMENTForm of Indemnification Agreement • September 30th, 2019 • Aesthetic Medical International Holdings Group LTD • Services-specialty outpatient facilities, nec • New York
This Indemnification Agreement (the “Agreement”) is entered into as of , 2019 by and between Aesthetic Medical International Holdings Group Limited, a company incorporated and existing under the laws of the Cayman Islands (the “Company”), and the undersigned, a director and/or officer of the Company (“Indemnitee”).
Loan AgreementLoan Agreement • April 30th, 2021 • Aesthetic Medical International Holdings Group LTD • Services-specialty outpatient facilities, nec
This Loan Agreement (the “Agreement”) is entered into by and between the parties below as of April 23, 2021 in Shenzhen, the People’s Republic of China (“China” or the “PRC”):
Amended and Restated Loan AgreementLoan Agreement • October 15th, 2019 • Aesthetic Medical International Holdings Group LTD • Services-specialty outpatient facilities, nec
This Amended and Restated Loan Agreement (the “Agreement”) is entered into by and between the parties below as of March 1, 2019 in Shenzhen, the People’s Republic of China (“China” or the “PRC”):
Equity transfer agreementEquity Transfer Agreement • April 30th, 2021 • Aesthetic Medical International Holdings Group LTD • Services-specialty outpatient facilities, nec
Aesthetic Medical International Holdings Group Limited AND Zhou Pengwu Ding Wenting AND Hainan Oriental Jiechuang Investment Partnership (Limited Partnership) SUBSCRIPTION AGREEMENT relating to Aesthetic Medical International Holdings Group Limited...Subscription Agreement • July 20th, 2022 • Aesthetic Medical International Holdings Group LTD • Services-specialty outpatient facilities, nec • Hong Kong
This Subscription Agreement of Aesthetic Medical International Holdings Group Limited (this “Agreement”) is entered into as of [], 2022 in Nanshan District, Shenzhen, Guangdong, the PRC by and among:
Real Estate Lease AgreementEstate Lease Agreement • December 7th, 2018 • Aesthetic Medical International Holdings Group LTD • Services-specialty outpatient facilities, nec
Party A and Party B hereby enter into this contract by mutual agreement pursuant to the “Contract Law of the People’s Republic of China”, the “Law of the People’s Republic of China on Urban Real Estate Administration”, the “Regulations of Shenzhen Special Economic Zone on Lease of Houses” and its rules for implementation, and the “Decisions of the Standing Committee of Shenzhen Municipal People’s Congress on Strengthening Safety Liabilities of House Leasing”.
AESTHETIC MEDICAL INTERNATIONAL HOLDINGS GROUP LIMITED SHENZHEN PENGAI HOSPITAL INVESTMENT MANAGEMENT CO., LTD. AND ZHOU Pengwu DING Wenting AND LAFANG CHINA CO., LTD. HAINAN RUNMING BIOTECHNOLOGY CO., LTD. HAWYU (HK) LIMITED in relation to SHARE...Share Subscription Agreement • May 31st, 2022 • Aesthetic Medical International Holdings Group LTD • Services-specialty outpatient facilities, nec • Hong Kong
This Share Subscription Agreement of Aesthetic Medical International Holdings Group Limited (as amended in 2022) (this "Agreement") is entered into as of May 30, 2022 in Nanshan District, Shenzhen, Guangdong, the PRC by and among:
Australia Wanda International Company Limited AND Aesthetic Medical International Holdings Group Limited AND Seefar Global Holdings LimitedShare Purchase Agreement • July 20th, 2022 • Aesthetic Medical International Holdings Group LTD • Services-specialty outpatient facilities, nec • Hong Kong
This Share Purchase Agreement (this "Agreement"), dated as of _ _ _ _ , 2022, is entered into by and among Australia Wanda International Company Limited, a company organized and existing under the laws of Hong Kong (the "Buyer"), Aesthetic Medical International Holdings Group Limited, a company organized and existing under the laws of the Cayman Islands (the "Target Company"), Seefar Global Holdings Limited ("BVI1"), a company organized and existing under the laws of British Virgin Islands, Jubilee Set Investments Limited ("BVI2"), a company organized and existing under the laws of British Virgin Islands, Pengai Hospital Management Corporation ("BVI3", together with BVI1 and BVI2, the "Sellers"), a company organized and existing under the laws of British Virgin Islands, Dr. Zhou Pengwu, a PRC citizen (ID Card Number: 360302195410010513) and Ms. Ding Wenting, a PRC citizen (ID Card Number: 430302196503071529) (together with Dr. Zhou Pengwu and the Sellers, the "Warrantors").
WARRANT TO PURCHASE ORDINARY SHARES OF AESTHETIC MEDICAL INTERNATIONAL HOLDINGS GROUP LIMITEDAesthetic Medical International Holdings Group LTD • July 20th, 2022 • Services-specialty outpatient facilities, nec • Hong Kong
This Warrant (the “Warrant”), dated as of _____________, 2022 (the “Effective Date”), is issued to Seefar Global Holdings Limited (the “Holder”), by Aesthetic Medical International Holdings Group Limited, an exempted company with limited liability organized and existing under the laws of the Cayman Islands (the “Company”).
COOPERATION AGREEMENTCooperation Agreement • July 20th, 2022 • Aesthetic Medical International Holdings Group LTD • Services-specialty outpatient facilities, nec • Hong Kong
This COOPERATION AGREEMENT (this “Agreement”), dated as of ____, 2022 (this “Agreement”), by and among Peak Asia Investment Holdings V Limited, a company incorporated under the laws of the British Virgin Islands (“ADV”), Beacon Technology Investment Holdings Limited, a company incorporated under the laws of Hong Kong (“Beacon”), Hainan Oriental Jiechuang Investment Partnership (Limited Partnership), a company incorporated under the laws of People’s Republic of China (“Jiechuang”) , Australia Wanda International Company Limited, a company incorporated under the laws of Hong Kong (“Wanda”, together with Jiechuang, the “Investors”) and Aesthetic Medical International Holdings Group Limited (the “Company”), Zhou Pengwu (周鹏武) (“Dr. Zhou”) and Ding Wenting (丁文婷) (together with Dr. Zhou, the “Founders”).
Supplemental Agreement to Lease AgreementSupplemental Agreement to Lease Agreement • September 30th, 2019 • Aesthetic Medical International Holdings Group LTD • Services-specialty outpatient facilities, nec
Lessee (Party B): Shenzhen Pengai Aesthetic Medical Hospital Co., Ltd. (collectively, the “Pengai Aesthetic Medical Hospital”)
FURTHER AMENDED AND RESTATED SHAREHOLDER AND NOTE HOLDER AGREEMENTShareholder and Note Holder Agreement • September 30th, 2019 • Aesthetic Medical International Holdings Group LTD • Services-specialty outpatient facilities, nec • Hong Kong
THIS FURTHER AMENDED AND RESTATED SHAREHOLDER AND NOTE HOLDER AGREEMENT (this “Agreement”) is entered into on December 31, 2018 (the “Commencement Date”), by and among
Aesthetic Medical International Holdings Group Limited And Seefar Global Holdings Limited Jubilee Set Investments Limited Zhou Pengwu Ding Wenting And Peak Asia Investment Holdings V Limited And Hawyu (HK) Limited Australia Wanda International Company...Shareholders’ Agreement • July 20th, 2022 • Aesthetic Medical International Holdings Group LTD • Services-specialty outpatient facilities, nec • Hong Kong
Aesthetic Medical International Holdings Group Limited, an exempted company organized and existing under the laws of the Cayman Islands (the "Company");
FORM OF LETTER AGREEMENT IN RELATION TO EXCHANGEABLE NOTESLetter Agreement • September 30th, 2019 • Aesthetic Medical International Holdings Group LTD • Services-specialty outpatient facilities, nec
Reference is made to that certain Pengai Aesthetic Medical Group (now known as Aesthetic Medical International Holdings Group Limited, the “Company”) Exchangeable Note No. [·] in the principal amount of US$[·] (the “Note”) issued by [Issuer] (the “Issuer”) to Peak Asia Investment Holdings V Limited (the “Investor”), dated December 8, 2016. The Investor and the Issuer are collectively referred to herein as the “Parties.” Capitalized terms used but not defined herein shall have the same meanings ascribed to them in the Note.
Underwriting AgreementUnderwriting Agreement • October 23rd, 2019 • Aesthetic Medical International Holdings Group LTD • Services-specialty outpatient facilities, nec • New York
The ADSs are to be issued pursuant to a deposit agreement (the “Deposit Agreement”), dated as of [·], 2019, among the Company, Deutsche Bank Trust Company Americas, as depositary (the “Depositary”), and holders and beneficial owners from time to time of the American Depositary Receipts (the “ADRs”) issued by the Depositary and evidencing the ADSs. The ADSs will represent the right to receive the Ordinary Shares deposited pursuant to the Deposit Agreement.
EXIT PAYMENTS AGREEMENTAesthetic Medical International Holdings Group LTD • September 8th, 2020 • Services-specialty outpatient facilities, nec
Supplemental Agreement to Lease AgreementSupplemental Agreement • December 7th, 2018 • Aesthetic Medical International Holdings Group LTD • Services-specialty outpatient facilities, nec
Lessee (Party B): Shenzhen Pengai Aesthetic Medical Hospital Co., Ltd. (collectively, the “Pengai Aesthetic Medical Hospital”)
Equity Interest Pledge AgreementInterest Pledge Agreement • September 8th, 2020 • Aesthetic Medical International Holdings Group LTD • Services-specialty outpatient facilities, nec
This Equity Interest Pledge Agreement (this “Agreement”) has been executed by and among the following parties on [*], 2020 (the “Signing Date”):
Real Estate Lease Agreement Shenzhen, China March 2015Real Estate Lease Agreement • December 7th, 2018 • Aesthetic Medical International Holdings Group LTD • Services-specialty outpatient facilities, nec
Whereas the lease agreement entered into by both parties dated May 10, 2005 will expire on May 10, 2015, both parties, after full and friendly negotiation, enter into this agreement in relation to the renewal of the aforesaid agreement.
CONVERTIBLE NOTE PURCHASE AGREEMENT between Peak Asia Investment Holdings V Limited and Aesthetic Medical International Holdings Group Limited and Beacon Technology Investment Holdings LimitedConvertible Note Purchase Agreement • September 8th, 2020 • Aesthetic Medical International Holdings Group LTD • Services-specialty outpatient facilities, nec
