DEPOSIT AGREEMENT by and among YATSEN HOLDING LIMITED 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...Deposit Agreement • November 13th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations • New York
DEPOSIT AGREEMENT, dated as of November , 2020, by and among (i) Yatsen Holding Limited, a company incorporated in the Cayman Islands, with its principal executive office at 32-35, 38/F, Poly Midtown Plaza, No.23 East Xuanyue Street, Haizhu District, Guangzhou 510330, People’s Republic of China and its registered office at c/o Office of Maples Corporate Services Limited, P.O. 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 • October 30th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations
This INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of , 2020 by and between Yatsen Holding Limited, an exempted company incorporated and existing under the laws of the Cayman Islands (the “Company”), and , an individual, (Passport/PRC ID Card No. ) (the “Indemnitee”).
EMPLOYMENT AGREEMENTEmployment Agreement • October 30th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations • New York
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of , 2020 by and between Yatsen Holding Limited, an exempted company incorporated and existing under the laws of the Cayman Islands (the “Company”) and (Passport/ID Card No. ) (the “Executive”).
YATSEN HOLDING LIMITED [•] AMERICAN DEPOSITARY SHARES REPRESENTING [•] CLASS A ORDINARY SHARES, PAR VALUE US$0.00001 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • November 16th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations • New York
SHARE PURCHASE AGREEMENT by and among YATSEN HOLDING LIMITED VMG PARTNERS IV, L.P. VMG PARTNERS MENTORS CIRCLE IV, L.P. and THE OTHER PARTIES NAMED HEREIN April 27, 2020Share Purchase Agreement • October 30th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations • Hong Kong
NOW, THEREFORE, in consideration of the mutual promises, covenants and conditions hereinafter set forth, the Parties hereto agree as follows:
WARRANT TO PURCHASE SERIES C PREFERRED SHARES OF YATSEN HOLDING LIMITEDYatsen Holding LTD • October 30th, 2020 • Perfumes, cosmetics & other toilet preparations
This certifies that Green Earth Company Limited, or its assigns transferred in accordance with Section 6 hereof (collectively, the “Holder”), for value received, is entitled to purchase, at an aggregate purchase price of US$1,249,933 (the “Warrant Exercise Price”), from Yatsen Holding Limited, an exempted company duly incorporated with limited liability and validly existing under the Laws of Cayman Islands (the “Company”), 2,214,432 Series C Preferred Shares of the Company (the “Warrant Shares”) at the per share purchase price of US$0.5644 for each Series C Preferred Share (the “Per-Share Exercise Price”).
SERIES B PREFERRED SHARE PURCHASE AGREEMENTSeries B Preferred Share Purchase Agreement • September 25th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations • Hong Kong
The Company, the HK Company, the Domestic Companies, the WFOE (as defined below) and the subsidiaries and branches (controlled by ownership or contractual commitment or otherwise, including but not limited to the Cosmetics Company) of any of the foregoing are hereinafter referred to as the “Group Companies”, and each, a “Group Company”. The Company, the HK Company, the Domestic Companies, the Founders, the Founder HoldCos, and the Investors may hereinafter be collectively referred to as the “Parties”, and each, a “Party”.
Second Amended and Restated Proxy Agreement and Power of AttorneyYatsen Holding LTD • October 30th, 2020 • Perfumes, cosmetics & other toilet preparations
This Second Amended and Restated Proxy Agreement and Power of Attorney (this “Agreement”) is executed on October 28, 2020 by and among:
SHARE PURCHASE AGREEMENTShare Purchase Agreement • October 30th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations • Hong Kong
DEPOSIT AGREEMENTDeposit Agreement • May 12th, 2021 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations • New York
DEPOSIT AGREEMENT, dated as of November 18, 2020, by and among (i) Yatsen Holding Limited, a company incorporated in the Cayman Islands, with its principal executive office at 32-35, 38/F, Poly Midtown Plaza, No.23 East Xuanyue Street, Haizhu District, Guangzhou 510330, People’s Republic of China and its registered office at c/o Office of Maples Corporate Services Limited, P.O. Box 309, Ugland House, Grand Cayman, KY11104, 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).
NOTE PURCHASE AGREEMENTNote Purchase Agreement • October 30th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations • Hong Kong
SERIES B-3+ PREFERRED SHARE PURCHASE AGREEMENTPreferred Share Purchase Agreement • September 25th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations • Hong Kong
The Company desires to issue and sell to each Investor and each Investor, severally but not jointly, desires to purchase from the Company certain series B-3+ preferred shares, par value US$0.00001 each, of the Company (the “Series B-3+ Preferred Shares”), with such rights and privileges as set forth in the Shareholders Agreement (as defined below) and the Restated Articles (as defined below) on the terms and conditions set forth in this Agreement.
Second Amended and Restated Equity Pledge AgreementEquity Pledge Agreement • October 30th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations
This Second Amended and Restated Equity Pledge Agreement (this “Agreement”) is entered into as of October 28, 2020 by and among the following parties:
SEVENTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENTShareholders Agreement • October 30th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations • Hong Kong
THIS SEVENTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENT (this “Agreement”) is made and entered into on September 11, 2020 by and among:
SERIES C PREFERRED SHARE PURCHASE AGREEMENT by and among YATSEN HOLDING LIMITED ZHEN FUND COV LLC VMG PARTNERS IV, L.P. VMG PARTNERS MENTORS CIRCLE IV, L.P. BANYAN PARTNERS FUND III, L.P. BANYAN PARTNERS FUND III-A, L.P. YELLOW BEE LIMITED and THE...Series C Preferred Share Purchase Agreement • September 25th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations • Hong Kong
NOW, THEREFORE, in consideration of the mutual promises, covenants and conditions hereinafter set forth, the Parties hereto agree as follows:
AMENDMENT AGREEMENT TO THE SHARE PURCHASE AGREEMENT by and between YATSEN HOLDING LIMITED and CGI IX INVESTMENTS September 11, 2020Agreement • October 30th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations • Hong Kong
NOW, THEREFORE, in consideration of the mutual promises, covenants and conditions hereinafter set forth, the Parties hereto agree as follows:
Exclusive Business Cooperation AgreementExclusive Business Cooperation Agreement • October 30th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations
This Exclusive Business Cooperation Agreement (this “Agreement”) is entered into on July 26, 2019 by and between the following parties:
AMENDMENT AGREEMENT TO THE SHARE PURCHASE AGREEMENTThe Share Purchase Agreement • October 30th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations • Hong Kong
NOW, THEREFORE, in consideration of the mutual promises, covenants and conditions hereinafter set forth, the Parties hereto agree as follows:
SERIES B-3 PREFERRED SHARE PURCHASE AGREEMENT by and among MANGROVE BAY ECOMMERCE HOLDING (CAYMAN) and THE OTHER PARTIES NAMED HEREIN September 30, 2018Preferred Share Purchase Agreement • October 30th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations • Hong Kong
NOW, THEREFORE, in consideration of the mutual promises, covenants and conditions hereinafter set forth, the Parties hereto agree as follows:
Second Amended and Restated Exclusive Call Option AgreementExclusive Call Option Agreement • October 30th, 2020 • Yatsen Holding LTD • Perfumes, cosmetics & other toilet preparations
This Second Amended and Restated Exclusive Call Option Agreement (this “Agreement”) is entered into as of October 28, 2020 by and between:
