POMDOCTOR LTD Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • March 13th, 2025 • POMDOCTOR LTD • Retail-miscellaneous retail • New York

This INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of _________________by and between POMDOCTOR LIMITED, an exempted company incorporated and existing under the laws of the Cayman Islands (the “Company”), and ______________________________ (Passport/PRC ID Card No. _____________ ) (the “Indemnitee”).

EMPLOYMENT AGREEMENT
Employment Agreement • March 13th, 2025 • POMDOCTOR LTD • Retail-miscellaneous retail • New York

This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of ___________by and between POMDOCTOR LIMITED, an exempted company incorporated and existing under the laws of the Cayman Islands (the “Company”), and ______________________(Passport/PRC ID Card No. ___________) (the “Executive”).

UNDERWRITING AGREEMENT
Underwriting Agreement • September 26th, 2025 • POMDOCTOR LTD • Retail-miscellaneous retail • New York

The undersigned, POMDOCTOR LIMITED, a company incorporated in the Cayman Islands (the “Company”), hereby confirms its agreement (this “Agreement”) with the several underwriters named herein (the “Underwriters” and each an “Underwriter”), for whom Joseph Stone Capital, LLC is acting as representative (in such capacity, the “Representative,” and if there are no underwriters other than the Representative, references to multiple underwriters shall be disregarded and the term Representative as used herein shall have the same meaning as Underwriter) to issue and sell to the Underwriters an aggregate of [·] Class A ordinary shares, $0.0001 par value per share, of the Company (“Ordinary Shares”) to be sold by the Company (the “Firm Shares”) in the form of [·] American Depositary Shares (as defined below). The Company has also granted to the Representative an option (the “Over-Allotment Option”) to purchase up to [·] additional Ordinary Shares from the Company in the form of [·] American Deposi

Exclusive Business Cooperation Agreement
Exclusive Business Cooperation Agreement • March 13th, 2025 • POMDOCTOR LTD • Retail-miscellaneous retail

This Exclusive Business Cooperation Agreement (this “Agreement”) is made and entered into by and between the following parties on August 10, 2021, in Guangzhou, the People’s Republic of China (“China” or the “PRC”).

JOINDER AGREEMENT
Joinder Agreement • March 13th, 2025 • POMDOCTOR LTD • Retail-miscellaneous retail

Reference is made to the SECURITIES HOLDERS’ AGREEMENT dated August 10, 2021, a copy of which is attached hereto (as amended from time to time, the “SHA”), among POMDOCTOR LIMITED, an exempted company organized and existing under the laws of the Cayman Islands (the “Company”), and the other signatory thereto. Capitalized terms used herein and not otherwise defined shall have the meanings given in the SHA.

Termination Agreement
Termination Agreement • March 13th, 2025 • POMDOCTOR LTD • Retail-miscellaneous retail

This termination agreement (hereinafter referred to as “this agreement”) is signed by the following parties in Guangzhou China on October 24, 2023.

Exclusive Option Agreement
Exclusive Option Agreement • March 13th, 2025 • POMDOCTOR LTD • Retail-miscellaneous retail

This Exclusive Option Agreement (this “Agreement”) is executed by and among the following Parties as of October 24, 2023 in Guangzhou, the People’s Republic of China (“China” or the “PRC”):

Equity Interest Pledge Agreement
Equity Interest Pledge Agreement • March 13th, 2025 • POMDOCTOR LTD • Retail-miscellaneous retail

This Exclusive Interest Pledge Agreement (this “Agreement”) is executed by and among the following Parties as of August 10, 2021, in Guangzhou, the People’s Republic of China (“China” or the “PRC”):

DEPOSIT AGREEMENT
Deposit Agreement • November 5th, 2025 • POMDOCTOR LTD • Retail-miscellaneous retail • New York

DEPOSIT AGREEMENT, dated as of October 9, 2025, by and among (i) POMDOCTOR LIMITED, an exempted company with limited liability incorporated and existing under the laws of the Cayman Islands, and its successors (the “Company”), (ii) Citibank, N.A., a national banking association organized under the laws of the United States of America (“Citibank”) acting in its capacity as depositary, and any successor depositary hereunder (Citibank in such capacity, the “Depositary”), and (iii) all Holders and Beneficial Owners of American Depositary Shares issued hereunder (all such capitalized terms as hereinafter defined).

SECURITIES HOLDERS’ AGREEMENT
Securities Holders' Agreement • March 13th, 2025 • POMDOCTOR LTD • Retail-miscellaneous retail • Hong Kong

NOW, THEREFORE, in consideration of the foregoing recitals, the mutual promises hereinafter set forth, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties hereby agree as follows:

DEPOSIT AGREEMENT
Deposit Agreement • August 5th, 2025 • POMDOCTOR LTD • Retail-miscellaneous retail • New York

DEPOSIT AGREEMENT, dated as of __________, 2025, by and among (i) POMDOCTOR LIMITED, an exempted company with limited liability incorporated and existing under the laws of the Cayman Islands, and its successors (the “Company”), (ii) Citibank, N.A., a national banking association organized under the laws of the United States of America (“Citibank”) acting in its capacity as depositary, and any successor depositary hereunder (Citibank in such capacity, the “Depositary”), and (iii) all Holders and Beneficial Owners of American Depositary Shares issued hereunder (all such capitalized terms as hereinafter defined).

Exclusive Option Agreement
Exclusive Option Agreement • March 13th, 2025 • POMDOCTOR LTD • Retail-miscellaneous retail

This Exclusive Option Agreement (this “Agreement”) is executed by and among the following Parties as of August 10, 2021, in Guangzhou, the People’s Republic of China (“China” or the “PRC”):

Equity Interest Pledge Agreement
Equity Interest Pledge Agreement • March 13th, 2025 • POMDOCTOR LTD • Retail-miscellaneous retail

This Exclusive Interest Pledge Agreement (this “Agreement”) is executed by and among the following Parties as of October 24, 2023 in Guangzhou, the People’s Republic of China (“China” or the “PRC”):

DEPOSIT AGREEMENT
Deposit Agreement • July 15th, 2025 • POMDOCTOR LTD • Retail-miscellaneous retail • New York

DEPOSIT AGREEMENT, dated as of __________, 2025, by and among (i) POMDOCTOR LIMITED, an exempted company with limited liability incorporated and existing under the laws of the Cayman Islands, and its successors (the “Company”), (ii) Citibank, N.A., a national banking association organized under the laws of the United States of America (“Citibank”) acting in its capacity as depositary, and any successor depositary hereunder (Citibank in such capacity, the “Depositary”), and (iii) all Holders and Beneficial Owners of American Depositary Shares issued hereunder (all such capitalized terms as hereinafter defined).