EMPLOYMENT AGREEMENTEmployment Agreement • March 18th, 2020 • UTime LTD • Electronic & other electrical equipment (no computer equip) • New York
This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of ____________, 2019 (the “Effective Date”), by and between UTime Limited, a Cayman Islands exempted company (the “Company”) and __________, an individual (the “Executive”). Except with respect to the direct employment of the Executive by the Company, 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 subsidiary and variable interest entity (collectively, the “Group”).
UNDERWRITING AGREEMENTUnderwriting Agreement • January 25th, 2021 • UTime LTD • Electronic & other electrical equipment (no computer equip) • New York
The undersigned, UTime Limited, a company limited by shares incorporated under the laws of the Cayman Islands (the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, for whom ViewTrade Securities, Inc. is acting as representative (in such capacity, the “Representative,” if there are no underwriters other than the Representative, reference to multiple underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as underwriter, the “Underwriters” and each an “Underwriter”) to issue and sell to the Underwriters an aggregate of [●] ordinary shares, par value $0.0001 per share (“Ordinary Shares”), of the Company (the “Firm Shares”). The Company has also granted to the several Underwriters an option to purchase up to [●] additional Ordinary Shares, on the terms and for the purposes set forth in Section 1(b) hereof (the “Option Shares”). The Firm Shares and any Option Shares purchased pursu
FORM OF ORDINARY SHARES PURCHASE WARRANT UTIME LIMITEDUTime LTD • November 3rd, 2023 • Electronic & other electrical equipment (no computer equip)
THIS ORDINARY SHARES PURCHASE WARRANT (the “Warrant”) certifies that, for value received, _____________ or its assigns (the “Holder”) is entitled, upon the terms and subject to the limitations on exercise and the conditions hereinafter set forth, at any time on or after ________, 2023 (the “Initial Exercise Date”) and on or prior to 5:00 p.m. (New York City time) on ________, 2028 (the “Termination Date”) but not thereafter, to subscribe for and purchase from UTime Limited, a Cayman Islands company (the “Company”), up to one Ordinary Share (as subject to adjustment hereunder, the “Warrant Shares”). This Warrant is part of units (“Units”), each Unit consisting of one ordinary share, par value $ US$0.0001 per share, (the “Ordinary Shares”) and Warrant (the “Warrant”) to purchase up to three Ordinary Shares, issued pursuant to that certain Securities Purchase Agreement (the “Purchase Agreement”) dated as of ________, 2023 among the Company and the purchasers signatory thereto, as amended
INDEMNIFICATION ESCROW AGREEMENTIndemnification Escrow Agreement • June 2nd, 2020 • UTime LTD • Electronic & other electrical equipment (no computer equip) • New York
THIS INDEMNIFICATION ESCROW AGREEMENT (this “Agreement”) dated as of [●], 2020 is entered into by and among UTime Limited (the “Company”), ViewTrade Securities, Inc. (the “Underwriter”), and Pearlman Law Group LLP (the “Escrow Agent”).
Second Amended and Restated Exclusive Call Option AgreementExclusive Call Option Agreement • March 18th, 2020 • UTime LTD • Electronic & other electrical equipment (no computer equip)
This Seconnd Amended and Restated Exclusive Call Option Agreement (this “Agreement”) is entered into in Shenzhen, the People’s Republic of China (the “PRC”) on September 4, 2019 by and among the following Parties:
Second Amended and Restated Equity Pledge AgreementEquity Pledge Agreement • March 18th, 2020 • UTime LTD • Electronic & other electrical equipment (no computer equip)
This Second Amended and Restated Equity Pledge Agreement (this “Agreement”) is entered into in Shenzhen, the People’s Republic of China (the “PRC”) on September 4, 2019, by and among the following Parties:
Credit Agreement [Unofficial English Translation] Shenzhen Rural Commercial BankUTime LTD • September 22nd, 2020 • Electronic & other electrical equipment (no computer equip)
(Note: It is unnecessary for natural persons to fill in the item “Legal Representative/Person in Charge”, and it is unnecessary for non-natural persons to fill in the item “ID Card No.”)
Contract on Guarantee under the Debt Ceiling (Corporate Business) China Resources Bank of Zhuhai Co., Ltd. September 2022 Edition Contract on Guarantee under the Debt CeilingUTime LTD • August 8th, 2023 • Electronic & other electrical equipment (no computer equip)
Whereas, the Guarantor is willing to provide the maximum amount guarantee for the continuous creditor’s rights between the Creditor and Shenzhen United Time Technology Co., Ltd. (hereinafter referred to as the “Debtor”), and in accordance with the relevant national laws and regulations, the Parties have entered into the Contract through negotiation.
Loan Contract for Small BusinessUTime LTD • August 8th, 2023 • Electronic & other electrical equipment (no computer equip)
[The Borrower shall fill in the above information accurately and completely in order to ensure the timely delivery of the subsequent relevant notices and legal documents.]
UNDERWRITING AGREEMENTUnderwriting Agreement • April 13th, 2021 • UTime LTD • Electronic & other electrical equipment (no computer equip) • New York
The undersigned, UTime Limited, a company limited by shares incorporated under the laws of the Cayman Islands (the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters (such underwriters, for whom Boustead Securities, LLC. is acting as representative (in such capacity, the “Representative,” if there are no underwriters other than the Representative, reference to multiple underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as underwriter, the “Underwriters” and each an “Underwriter”) to issue and sell to the Underwriters an aggregate of 3,750,000 ordinary shares, par value $0.0001 per share (“Ordinary Shares”), of the Company (the “Firm Shares”). The offering and sale of the Firm Shares as contemplated by this Agreement is referred to herein as the “Offering.”
Office Lease AgreementOffice Lease Agreement • March 18th, 2020 • UTime LTD • Electronic & other electrical equipment (no computer equip)
According to the Agreement Law of the People’s Republic of China and relevant laws and regulations, Party A and Party B enter into this Agreement on the basis of equality, voluntariness and consensus, and reach the following agreements on the lease of the house.
Green Line of Credit Supplementary Agreement Ref: [Unofficial English Translation]UTime LTD • July 22nd, 2021 • Electronic & other electrical equipment (no computer equip)
Whereas, both Party A and Party B jointly signed the ---No.--(hereinafter referred to as the Original Contract) on the date of MM/DD/YY, both parties, in accordance with the Green Line Credit Guidelines (CBRC No. 4 [2012]), Notice on Printing and Issuing Key Evaluation Indicators for the Implementation of Green Line Credit (CBRC No. 186 [2014]) and other regulatory requirements, agree as follows on Party A’s strengthening of environmental and social risk management: Article 1 The following contents will be added as “representations and warranties” under the Original Contract.
Agreement on Maximum Amount Mortgage for Credit Line Loan [Unofficial English Translation]UTime LTD • June 2nd, 2020 • Electronic & other electrical equipment (no computer equip)
Whereas Party A is willing to provide maximum amount mortgage guarantee for a series of debts of the Debtor under the Contract for Credit Line Loan (hereinafter referred to as the “Master Contract”) with the No. of J.2020 E.17609 Q.H. signed by Party B and United Time Technology Co., Ltd. (hereinafter referred to as the “Debtor”), according to relevant laws, regulations and rules, Party A and Party B have reached an agreement through negotiation to conclude this Contract for mutual compliance.
Purchase Agreement Supply and Installation Agreement of Production Line and EquipmentPurchase Agreement • October 31st, 2022 • UTime LTD • Electronic & other electrical equipment (no computer equip)
Project Site: Building A5, Production and Investment (Jiangnan) Enterprise Park, No.12 Xiajin Road, Jiangnan Autonomous Region, Nanning City, Guangxi Zhuang Autonomous Region
INDEMNIFICATION AGREEMENTIndemnification Agreement • June 2nd, 2020 • UTime LTD • Electronic & other electrical equipment (no computer equip)
THIS AGREEMENT is entered into, effective on May [__], 2020 by and between UTime Limited, a Cayman Islands exempted company (the “Company”), and [__________] (“Indemnitee”).
Maximum Amount Guarantee ContractUTime LTD • January 25th, 2021 • Electronic & other electrical equipment (no computer equip)
Whereas, the Guarantor is willing to provide the maximum amount guarantee for the continuous creditor’s rights between the Creditor and United Time Technology Co., Ltd. (hereinafter referred to as the “Debtor”), and in accordance with the relevant national laws and regulations, the Parties have entered into the Contract through negotiation.
Maximum Amount Guarantee Contract (Applicable to third-party guarantee) [Unofficial English Translation]Maximum Amount Guarantee • January 25th, 2021 • UTime LTD • Electronic & other electrical equipment (no computer equip)
Party A and United Time Technology Co., Ltd. (hereinafter referred to as “ the Applicant”) will sign one or more Domestic Factoring Contract with Recourse and its annexes (hereinafter referred to as “the Contract”) from May 1, 2020 to May 1, 2022. Party A agrees to provide factoring services for the Applicant.
Working Capital Loan ContractUTime LTD • January 25th, 2021 • Electronic & other electrical equipment (no computer equip)
The Borrower applies to the Lender for a working capital loan for capital turnover. Upon examination, the Lender agrees to issue the loan according to the terms and conditions of this Contract. In order to clarify the rights and obligations of the Borrower and the Lender, this Contract is hereby entered into by and between both parties through friendly negotiation in accordance with laws, regulations and rules of the People’s Republic of China.
Maximum Amount Mortgage Contract (Corporate Business) [Unofficial English Translation] China Resources Bank of Zhuhai Co., Ltd. February 2020 Version Maximum Amount Mortgage ContractUTime LTD • January 25th, 2021 • Electronic & other electrical equipment (no computer equip)
Whereas the Mortgagor (if the Mortgagor and the third party jointly own the Collateral, the “Mortgagor” mentioned in this Contract shall also include the co-owner of the Collateral) is willing to provide the maximum mortgage guarantee for the continuous creditor’s rights of the Mortgagee and United Time Technology Co., Ltd. (hereinafter referred to as the Debtor),
ContractShare Transfer Contract • October 31st, 2022 • UTime LTD • Electronic & other electrical equipment (no computer equip)
The Share Transfer Contract (the “Contract”) is signed by JOSE JULIO SEDANO ARZOLA by his own personal rights, hereinafter referred to as the “Seller”, and by GESOPER LLC, represented by JAE BOK LEE, hereinafter referred to as the “Buyer”, who will collectively be referred to as the “Parties” in accordance with the following statements and terms:
Debt Transfer Agreement [Unofficial English Translation]Transfer Agreement • June 25th, 2020 • UTime LTD • Electronic & other electrical equipment (no computer equip)
Guarantee Agreement for Credit Line Loan [Unofficial English Translation]UTime LTD • June 2nd, 2020 • Electronic & other electrical equipment (no computer equip)
Address: No. 4 Factory, Supporting Industrial Park, Xinpu Economic Development District, Xinpu New District, Zunyi City, Guizhou Province
Factory Lease Agreement [Unofficial English Translation]Factory Lease Agreement • June 2nd, 2020 • UTime LTD • Electronic & other electrical equipment (no computer equip)
Working Capital Loan ContractUTime LTD • August 8th, 2023 • Electronic & other electrical equipment (no computer equip)
The Borrower applies to the Lender for a working capital loan for capital turnover. Upon examination, the Lender agrees to issue the loan according to the terms and conditions of this Contract. In order to clarify the rights and obligations of the Borrower and the Lender, this Contract is hereby entered into by and between both parties through friendly negotiation in accordance with laws, regulations and rules of the People’s Republic of China.
China Construction Bank RMB Credit Line Loan Agreement [Unofficial English Translation]UTime LTD • June 2nd, 2020 • Electronic & other electrical equipment (no computer equip)
NoticeUTime LTD • August 8th, 2023 • Electronic & other electrical equipment (no computer equip)
Debt Offset Agreement by and between United Time Technology Co., Ltd. and Its Shareholder [Unofficial English Translation]Debt Offset Agreement • June 25th, 2020 • UTime LTD • Electronic & other electrical equipment (no computer equip)
Contract on Guarantee under the Debt Ceiling (Applicable to small and micro customers)UTime LTD • August 8th, 2023 • Electronic & other electrical equipment (no computer equip)
Important notice: This Contract is negotiated and signed by the Parties on an equal and voluntary basis. All contract terms are true representations of the parties. In order to safeguard the legitimate rights and interests of the Guarantor, the Creditor specially requests the Guarantor to pay full attention to the bold part of the contract clauses.
Debt Offset Agreement [Unofficial English Translation]Debt Offset Agreement • June 25th, 2020 • UTime LTD • Electronic & other electrical equipment (no computer equip)
Guangxi UTime Technology Co., Ltd. Industrial Investment Jiangnan Enterprise Park Workshop Building Lease ContractUTime LTD • October 31st, 2022 • Electronic & other electrical equipment (no computer equip)
General Credit AgreementGeneral Credit Agreement • January 25th, 2021 • UTime LTD • Electronic & other electrical equipment (no computer equip)
Upon the application of Party A, Party B agrees to provide the credit line to Party A. Now Party A and Party B have reached an agreement on the following terms and conditions through full negotiation in accordance with relevant laws and regulations, and hereby conclude this Contract.
Guarantee Contract [Unofficial English Translation] Bank of Communications Co., Ltd.UTime LTD • July 22nd, 2021 • Electronic & other electrical equipment (no computer equip)
To guarantee the realization of all creditor’s rights under the Master Contract signed or to be signed between the Debtor and the Creditor, the Guarantor is willing to provide the guarantee agreed in the Contract.
RMB Working Capital Loan ContractUTime LTD • August 8th, 2023 • Electronic & other electrical equipment (no computer equip) • Hong Kong
In order to protect the rights and interests of your company, please read the terms of this Contract carefully before signing, and pay particular attention to the following matters:
Supplemental Factory Lease Agreement [Unofficial English Translation]Lease Agreement • June 2nd, 2020 • UTime LTD • Electronic & other electrical equipment (no computer equip)
Whereas, Party A and Party B signed the Factory Lease Agreement with Contract No. of JTDLD2017090102 on September 1, 2017, due to the adjustment and reduction of the rent by the Asset Management Department of Xinpu Economic Development Zone, Party A and Party B have made the following supplemental agreement to this Agreement through friendly negotiation:
Exclusive Technical Consultation and Service AgreementExclusive Technical Consultation and Service Agreement • March 18th, 2020 • UTime LTD • Electronic & other electrical equipment (no computer equip)
This Exclusive Technical Consultation and Service Agreement (this “Agreement”) is entered into in Shenzhen, the People’s Republic of China (the “PRC”) on March 19, 2019, by and between the following Parties:
