DEPOSIT AGREEMENT by and among YUNJI 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 May 2, 2019Deposit Agreement • August 30th, 2019 • Yunji Inc. • Retail-retail stores, nec • New York
DEPOSIT AGREEMENT, dated as of May 2, 2019, by and among (i) Yunji Inc., a company incorporated in the Cayman Islands, with its principal executive office at 15/F, South Building, Hipark Phase 2, Xiaoshan District, Hangzhou 310000, Zhejiang Province, People’s Republic of China and its registered office at the offices of Maples Corporate Services Limited at PO Box 309, Ugland House, Grand Cayman, KY1-1104, 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 • March 21st, 2019 • Yunji Inc. • Retail-retail stores, nec
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of , 2019 by and between Yunji Inc., an exempted company incorporated and existing under the laws of the Cayman Islands (the “Company”), and (PRC ID Card No. ) (the “Indemnitee”).
EMPLOYMENT AGREEMENTEmployment Agreement • March 21st, 2019 • Yunji Inc. • Retail-retail stores, nec • New York
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of , 2019 by and between Yunji Inc., an exempted company incorporated and existing under the laws of the Cayman Islands (the “Company”) and (ID Card No. ) (the “Executive”).
AMENDED AND RESTATED EXCLUSIVE OPTION AGREEMENTAssets Transfer Agreement • March 21st, 2019 • Yunji Inc. • Retail-retail stores, nec
This Amended and Restated Exclusive Option Agreement (this “Agreement”) is entered into as of December 17, 2018 by and among the following parties:
AMENDED AND RESTATED EQUITY PLEDGE AGREEMENTEquity Pledge Agreement • February 27th, 2019 • Yunji Inc. • Retail-retail stores, nec
This Amended and Restated Equity Pledge Agreement (this “Agreement”) is entered into as of December 17, 2018 by and among the following parties:
AMENDED AND RESTATED PROXY AGREEMENT AND POWER OF ATTORNEYProxy Agreement and Power of Attorney • March 21st, 2019 • Yunji Inc. • Retail-retail stores, nec
This Amended and Restated Proxy Agreement and Power of Attorney (this “Agreement”) is entered into as of December 17, 2018 by and among the following parties:
Loan AgreementLoan Agreement • April 25th, 2024 • Yunji Inc. • Retail-retail stores, nec
This Loan Agreement (this “Agreement”) is made and entered into by and among the following Parties as of March 15, 2023, the People’s Republic of China (“China” or the “PRC”):
AMENDED AND RESTATED PROXY AGREEMENT AND POWER OF ATTORNEYProxy Agreement and Power of Attorney • February 27th, 2019 • Yunji Inc. • Retail-retail stores, nec
This Amended and Restated Proxy Agreement and Power of Attorney (this “Agreement”) is entered into as of December 14, 2018 by and among the following parties:
AMENDED AND RESTATED EXCLUSIVE SERVICE AGREEMENTExclusive Service Agreement • March 21st, 2019 • Yunji Inc. • Retail-retail stores, nec
This Amended And Restated Exclusive Service Agreement (this “Agreement”) is entered into as of December 14, 2018 by and among the following parties:
EXCLUSIVE OPTION AGREEMENTExclusive Option Agreement • April 25th, 2024 • Yunji Inc. • Retail-retail stores, nec
This Exclusive Option Agreement (this “Agreement”) is entered into as of [Execution Date] by and among the following parties:
AMENDED AND RESTATED SHAREHOLDERS AGREEMENT by and among Yunji Inc. Acceleration S Limited TRUSTBRIDGE PARTNERS IV, L.P. China Renaissance Corporation Eastern Bell XII Investment Limited CPYD Singapore Pte. Ltd. FASTURN OVERSEAS LIMITED Eastern Bell...Shareholders Agreement • March 21st, 2019 • Yunji Inc. • Retail-retail stores, nec • Hong Kong
WHEREAS, (i) TH Capital has agreed to purchase from the Company, and the Company has agreed to sell to TH Capital, in an aggregate of 1,108,033 Series B Preferred Shares of the Company, and (ii) the Series B+ Investors have agreed to purchase from the Company, and the Company has agreed to sell to the Series B+ Investors, in an aggregate of 21,105,395 Series B+ Preferred Shares of the Company, each on the terms and conditions set forth in the Preferred Share Purchase Agreement dated June 4, 2018 (the “Share Purchase Agreement”), by and among, the Company, the Founders, the Founder Holdcos, the New Investors and certain other parties thereto. This Agreement is the “Shareholders Agreement” as defined in the Share Purchase Agreement.
PROXY AGREEMENT AND POWER OF ATTORNEYProxy Agreement and Power of Attorney • April 25th, 2024 • Yunji Inc. • Retail-retail stores, nec
This Proxy Agreement and Power of Attorney (this “Agreement”) is entered into as of [Execution Date] by and among the following parties:
Loan AgreementLoan Agreement • February 27th, 2019 • Yunji Inc. • Retail-retail stores, nec
This Loan Agreement (this “Agreement”) is made and entered into by and among the following Parties as of December 14, 2018, the People’s Republic of China (“China” or the “PRC”):
EXCLUSIVE SERVICE AGREEMENTExclusive Service Agreement • April 26th, 2021 • Yunji Inc. • Retail-retail stores, nec
This Exclusive Service Agreement (this “Agreement”) is entered into as of [Execution Date] by and among the following parties:
PREFERRED SHARE PURCHASE AGREEMENT by and among Yunji Inc. China TH Capital Limited Fountain Sight Limited Shanghai Fengxian Information and Technology Development Partnership (LLP) and THE OTHER PARTIES NAMED HEREIN June 4, 2018Preferred Share Purchase Agreement • March 21st, 2019 • Yunji Inc. • Retail-retail stores, nec • Hong Kong
NOW, THEREFORE, in consideration of the mutual promises, covenants and conditions hereinafter set forth, the Parties hereto agree as follows:
EQUITY PLEDGE AGREEMENTEquity Pledge Agreement • April 26th, 2021 • Yunji Inc. • Retail-retail stores, nec
EXCLUSIVE SERVICE AGREEMENTExclusive Service Agreement • April 25th, 2024 • Yunji Inc. • Retail-retail stores, nec
This Exclusive Service Agreement (this “Agreement”) is entered into as of [Execution Date] by and among the following parties:
PREFERRED SHARE PURCHASE AGREEMENT by and among Yunji Inc. Acceleration S Limited TRUSTBRIDGE PARTNERS IV, L.P. China Renaissance Corporation Eastern Bell XII Investment Limited CPYD Singapore Pte. Ltd. FASTURN OVERSEAS LIMITED Eastern Bell XIX...Preferred Share Purchase Agreement • March 21st, 2019 • Yunji Inc. • Retail-retail stores, nec • Hong Kong
NOW, THEREFORE, in consideration of the mutual promises, covenants and conditions hereinafter set forth, the Parties hereto agree as follows:
AMENDED AND RESTATED EXCLUSIVE SERVICE AGREEMENTAmended and Restated Exclusive Service Agreement • March 21st, 2019 • Yunji Inc. • Retail-retail stores, nec
This Amended and Restated Exclusive Service Agreement (this “Agreement”) is entered into as of December 17, 2018 by and among the following parties:
PROXY AGREEMENT AND POWER OF ATTORNEYProxy Agreement and Power of Attorney • April 26th, 2021 • Yunji Inc. • Retail-retail stores, nec
This Proxy Agreement and Power of Attorney (this “Agreement”) is entered into as of [Execution Date] by and among the following parties:
EQUITY PLEDGE AGREEMENTEquity Pledge Agreement • April 25th, 2024 • Yunji Inc. • Retail-retail stores, nec
EXCLUSIVE OPTION AGREEMENTExclusive Option Agreement • April 26th, 2021 • Yunji Inc. • Retail-retail stores, nec
This Exclusive Option Agreement (this “Agreement”) is entered into as of [Execution Date] by and among the following parties:
