TUANCHE LIMITED AND THE BANK OF NEW YORK MELLONDeposit Agreement • October 23rd, 2018 • TuanChe LTD • Services-business services, nec • New York
DEPOSIT AGREEMENT dated as of ____________, 2018 among TUANCHE LIMITED, a company incorporated under the laws of the Cayman Islands (herein called the Company), THE BANK OF NEW YORK MELLON, a New York banking corporation (herein called the Depositary), and all Owners and Holders (each as hereinafter defined) from time to time of American Depositary Shares issued hereunder.
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • November 23rd, 2022 • TuanChe LTD • Services-business services, nec • New York
This Securities Purchase Agreement (this “Agreement”) is dated as of November 21, 2022, between TuanChe Limited, a Cayman Islands corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”).
FORM OF EMPLOYMENT AGREEMENTForm of Employment Agreement • October 23rd, 2018 • TuanChe LTD • Services-business services, nec • New York
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of , 20 by and between TuanChe Limited, a company incorporated and existing under the laws of the Cayman Islands (the “Company”) and ([Passport/ID] Number ), an individual (the “Executive”). 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 direct or indirect parent companies, subsidiaries, affiliates, or subsidiaries or affiliates of its parent companies (collectively, the “Group”).
FORM OF DIRECTOR AND EXECUTIVE OFFICER INDEMNIFICATION AGREEMENTForm of Director and Executive Officer Indemnification Agreement • September 19th, 2018 • TuanChe LTD • Services-business services, nec • New York
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of ____________, by and between TuanChe Limited, an exempted company duly incorporated and validly existing under the law of the Cayman Islands (the “Company”), and __________ (the “Indemnitee”), a director/an executive officer of the Company.
UNDERWRITING AGREEMENTUnderwriting Agreement • November 15th, 2018 • TuanChe LTD • Services-business services, nec • New York
The Underwriters will take delivery of the Shares in the form of American Depositary Shares. The American Depositary Shares are to be issued pursuant to a Deposit Agreement dated as of [·], 2018 (the “Deposit Agreement”) among the Company, The Bank of New York Mellon, as Depositary (the “Depositary”), and the owners and holders from time to time of the American Depositary Shares issued under the Deposit Agreement. Each American Depositary Share will initially represent the right to receive four Ordinary Shares deposited pursuant to the Deposit Agreement. The Ordinary Shares of the Company represented by the ADSs are hereinafter referred to as the “Underlying Securities”.
Equity Pledge AgreementEquity Pledge Agreement • May 18th, 2020 • TuanChe LTD • Services-business services, nec
This Equity Pledge Agreement (hereinafter referred to as this “Agreement”) is executed by and among the following Parties on May 31, 2019 in Beijing, PRC:
Exclusive Call Option AgreementExclusive Call Option Agreement • May 14th, 2021 • TuanChe LTD • Services-business services, nec
This Exclusive Call Option Agreement (hereinafter referred to as this “Agreement”) is executed by and among the following parties on June 24, 2018 in Beijing, China:
Exclusive Business Cooperation Agreement (English Translation)Exclusive Business Cooperation Agreement • March 29th, 2023 • TuanChe LTD • Services-business services, nec
This Exclusive Business Cooperation Agreement (hereinafter referred to as this “Agreement”) is executed by and between the following two Parties on February 14, 2023 in Beijing, China.
Exclusive Business Cooperation AgreementExclusive Business Cooperation Agreement • May 18th, 2020 • TuanChe LTD • Services-business services, nec
This Exclusive Business Cooperation Agreement (hereinafter referred to as this “Agreement”) is executed by and between the following two Parties on May 31, 2019 in Beijing, PRC.
Exclusive Call Option AgreementExclusive Call Option Agreement • May 18th, 2020 • TuanChe LTD • Services-business services, nec
This Exclusive Call Option Agreement (hereinafter referred to as this “Agreement”) is executed by and among the following parties on May 31, 2019 in Beijing, PRC:
Power of Attorney AgreementPower of Attorney Agreement • May 18th, 2020 • TuanChe LTD • Services-business services, nec
This Power of Attorney Agreement (hereinafter referred to as the “Agreement”) is executed by and between the following two Parties on May 31, 2019 in Beijing, China.
Equity Pledge AgreementEquity Pledge Agreement • October 23rd, 2018 • TuanChe LTD • Services-business services, nec
This Equity Pledge Agreement (hereinafter referred to as this “Agreement”) is executed by and among the following Parties on August 18, 2017 in Beijing:
Equity Pledge AgreementEquity Pledge Agreement • May 14th, 2021 • TuanChe LTD • Services-business services, nec
This Equity Pledge Agreement (hereinafter referred to as this “Agreement”) is executed by and among the following Parties on September 3, 2020 in Beijing:
Exclusive Business Cooperation Agreement (English Translation)Exclusive Business Cooperation Agreement • May 14th, 2021 • TuanChe LTD • Services-business services, nec
This Exclusive Business Cooperation Agreement (hereinafter referred to as this “Agreement”) is executed by and between the following two Parties on June 24, 2018 in Beijing, China.
Exclusive Business Cooperation Agreement (English Translation)Exclusive Business Cooperation Agreement • October 23rd, 2018 • TuanChe LTD • Services-business services, nec
This Exclusive Business Cooperation Agreement (hereinafter referred to as this “Agreement”) is executed by and between the following two Parties on August 18, 2017 in Beijing, China.
SHARE PURCHASE AGREEMENTShare Purchase Agreement • May 18th, 2020 • TuanChe LTD • Services-business services, nec • Hong Kong
WHEREAS, the Group Companies are engaged in the business of providing the software-as-a-service platform that provides customer-relationship-management service for auto dealer (the “Business”).
FIFTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENTShareholders Agreement • October 23rd, 2018 • TuanChe LTD • Services-business services, nec • Hong Kong
This FIFTH AMENDED AND RESTATED Shareholders Agreement (this “Agreement”) is made and entered into as of September 29, 2018, by and among:
Exclusive Call Option Agreement (English Translation)Option Agreement • March 29th, 2023 • TuanChe LTD • Services-business services, nec
This Exclusive Call Option Agreement (hereinafter referred to as this “Agreement”) is executed by and among the following parties on February 14, 2023 in Beijing, China:
Equity Pledge Agreement (English Translation)Equity Pledge Agreement • March 29th, 2023 • TuanChe LTD • Services-business services, nec
This Equity Pledge Agreement (hereinafter referred to as this “Agreement”) is executed by and among the following Parties on February 14, 2023 in Beijing:
Equity Pledge AgreementEquity Pledge Agreement • May 14th, 2021 • TuanChe LTD • Services-business services, nec
This Equity Pledge Agreement (hereinafter referred to as this “Agreement”) is executed by and among the following Parties on June 24, 2018 in Beijing:
Exclusive Call Option AgreementCall Option Agreement • October 23rd, 2018 • TuanChe LTD • Services-business services, nec
This Exclusive Call Option Agreement (hereinafter referred to as this “Agreement”) is executed by and among the following parties on August 18, 2017 in Beijing, China:
AEGIS CAPITAL CORP.TuanChe LTD • November 23rd, 2022 • Services-business services, nec • New York
The purpose of this placement agent agreement (the “Agreement”) is to outline our agreement pursuant to which Aegis Capital Corp. (“Aegis”) will act as the placement agent in the United States on a “best efforts” basis in connection with securities sold under a shelf registration statement in connection with the proposed Placement (the “Placement”) by TuanChe Limited (collectively, with its subsidiaries and affiliates, within the meaning of the Securities Act, the “Company”) of its American Depositary Shares (“ADSs”) and warrants (the “Securities”). This Agreement sets forth certain conditions and assumptions upon which the Placement is premised. The Company confirms that entry into this Agreement and completion of the Placement with Aegis will not breach or otherwise violate the Company’s obligations to any other investment bank.
