SFIDA X, Inc. Sample Contracts
DEPOSIT AGREEMENT by and among SFIDA X, Inc. and CITIBANK, N.A., as Depositary, and ALL HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES ISSUED HEREUNDER Dated as of [●][●], 2025Deposit Agreement • June 3rd, 2025 • SFIDA X, Inc. • Services-computer programming services • New York
DEPOSIT AGREEMENT, dated as of [●][●], 2025, by and among (i) SFIDA X, Inc., a stock corporation (kabushiki kaisha) with limited liability organized and existing under the laws of Japan, 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).
UNDERWRITING AGREEMENT between SFIDA X, INC. and THINKEQUITY LLC as Representative of the Several Underwriters SFIDA X, INC. UNDERWRITING AGREEMENTUnderwriting Agreement • September 5th, 2025 • SFIDA X, Inc. • Services-computer programming services • New York
The undersigned, SFIDA X, Inc., a corporation formed under the laws of the Japan (the “Company”), hereby confirms its agreement (this “Agreement”) with ThinkEquity LLC (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters if any named on Schedule 1 hereto for which the Representative is acting as representative (the Representative and such other underwriters being collectively called the “Underwriters” or, individually, an “Underwriter”) as set forth below. To the extent there are no additional Underwriters listed on Schedule 1 other than you, the term “Underwriters” shall mean either the singular or plural as the context requires.
Series One Stock Acquisition Rights Allotment AgreementSeries One Stock Acquisition Rights Allotment Agreement • December 23rd, 2024 • SFIDA X, Inc. • Services-computer programming services
HELLONET, Inc. (the “Company”) and (“Awardee”) hereby enter into an agreement concerning the allotment of stock acquisition rights in accordance with Article 238, Paragraph 2 of the Companies Act, as follows:
Limitation of Liability AgreementLimitation of Liability Agreement • December 23rd, 2024 • SFIDA X, Inc. • Services-computer programming services
(hereinafter referred to as the “Officer”) and SFIDA X, Inc. (hereinafter referred to as the “Company”) hereby enter into this Limitation of Liability Agreement (this “Agreement”) in connection with his or her appointment as a non-executive director, etc. (as defined in Article 427, Paragraph 1 of the Companies Act) of the Company.
Exhibit A Form of Representative’s Warrant AgreementPurchase Warrant Agreement • September 5th, 2025 • SFIDA X, Inc. • Services-computer programming services
THIS WARRANT TO PURCHASE AMERICAN DEPOSITARY SHARES (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 [ ], 2025 (the “Initial Exercise Date”) and, in accordance with FINRA Rule 5110(g)(8)(A), prior to at 5:00 p.m. (New York time) on the date that is five (5) years following the Effective Date (the “Termination Date”) but not thereafter, to subscribe for and purchase from SFIDA X, Inc., a corporation formed under the laws of Japan (the “Company”), up to [ ] American Depositary Shares (“ADS”) each ADS representing [ ] common shares of the Company, no par value per share (the “Common Shares”), as subject to adjustment hereunder (the “Warrant ADSs”). The purchase price of one ADS under this Warrant shall be equal to the Exercise Price, as defined in Section 2(b). This Warrant is being issued pursuant to that certain und
Series Two Stock Acquisition Rights Allotment AgreementSeries Two Stock Acquisition Rights Allotment Agreement • December 23rd, 2024 • SFIDA X, Inc. • Services-computer programming services
HELLONET, Inc. (the “Company”) and (“Awardee”) hereby agree on the allotment and receipt of stock acquisition rights, as approved at the board of directors meeting held on August 29, 2017 and the extraordinary general meeting of shareholders held on the same date, as follows: