ECMOHO LTD Sample Contracts

UNDERWRITING AGREEMENT between ECMOHO Limited and AEGIS CAPITAL CORP., as Representative of the Several Underwriters
Underwriting Agreement • August 3rd, 2021 • ECMOHO LTD • Retail-catalog & mail-order houses • New York

The undersigned, ECMOHO Limited, a corporation formed under the laws of the Cayman Islands (collectively with its subsidiaries and affiliates, including, without limitation, all entities disclosed or described in the Registration Statement (as hereinafter defined) as being subsidiaries or affiliates of ECMOHO Limited, the “Company”), hereby confirms its agreement (this “Agreement”) with Aegis Capital Corp. (hereinafter referred to as “you” (including its correlatives) or the “Representative”) and with the other underwriters 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 follows:

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SHARE SUBSCRIPTION AGREEMENT between ECMOHO LIMITED, and
Investors Rights Agreement • September 26th, 2019 • ECMOHO LTD • Retail-catalog & mail-order houses • New York

THIS INVESTORS RIGHTS AGREEMENT (including the exhibits hereto, this “Agreement”), dated as of [●], 2018 (the “Execution Date”), is made by and among:

EXCLUSIVE CALL OPTION AGREEMENT
Exclusive Call Option Agreement • August 30th, 2019 • ECMOHO LTD • Retail-catalog & mail-order houses

In this Agreement, each of Party A, Party B and Party C shall be individually referred to as a “Party”, and collectively referred to as the “Parties”.

Exclusive Technology Consulting and Service Agreement
Consulting and Service Agreement • September 26th, 2019 • ECMOHO LTD • Retail-catalog & mail-order houses

This Exclusive Technology Consulting and Service Agreement (hereinafter referred to as the “Agreement”) is entered into between the following parties on June 21, 2019:

JOINDER AGREEMENT
Joinder Agreement • September 26th, 2019 • ECMOHO LTD • Retail-catalog & mail-order houses

This joinder agreement (this “Joinder Agreement”) is made as of the date written below by the undersigned (the “Additional Purchaser”) in accordance with Section 1.3 of that certain Preferred Share Purchase Agreement, dated as of August 2, 2018 (the “SPA”), by and between ECMOHO Limited (the “Company”) and each of the investors listed on Exhibit A thereto (the “Purchasers”), as the same may be amended from time to time. Capitalized terms used, but not defined, herein shall have the meaning ascribed to such terms in the SPA.

PREFERRED SHARE PURCHASE AGREEMENT by and between ECMOHO LIMITED, ECMOHO (HONG KONG) HEALTH TECHNOLOGY LIMITED, SHANGHAI ECMOHO HEALTH BIOTECHNOLOGY CO., LTD., WANG YING, ZENG QINGCHUN, and EACH OF THE INVESTORS LISTED ON EXHIBIT A HERETO Dated as of...
Investors Rights Agreement • September 26th, 2019 • ECMOHO LTD • Retail-catalog & mail-order houses • New York

THIS PREFERRED SHARE PURCHASE AGREEMENT (including the exhibits hereto, this “Agreement”), dated as of August 2, 2018, is made by and among:

Share Transfer Agreement
Share Transfer Agreement • September 26th, 2019 • ECMOHO LTD • Retail-catalog & mail-order houses

For the purpose of the Agreement, the Seller, the Buyer and the Target Company are referred to as a “Party” severally and the “Parties” collectively.

Online Self-service Loan Business Contract of Ping An Bank
ECMOHO LTD • September 26th, 2019 • Retail-catalog & mail-order houses

Whereas Party B applies to Party A for online self-service loan business (hereinafter referred to as the “Self-service Loan” business), Party A will, after examination and approval, under the premise of complying with the conditions stipulated in the Contract, handle the Self-service Loan business for Party B, and grant Party B a certain amount of revocable line of credit (hereinafter referred to as the “Limit of Self-service Loan”). Party A and Party B have concluded the Contract upon consensus in accordance with the provisions of relevant laws and undertaken to abide by all contract terms.

JOINDER AGREEMENT
Joinder Agreement • September 26th, 2019 • ECMOHO LTD • Retail-catalog & mail-order houses

This joinder agreement (this “Joinder Agreement”) is made as of the date written below by the undersigned (the “Additional Purchaser”) in accordance with Section 1.3 of that certain Preferred Share Purchase Agreement, dated as of August 2, 2018 (the “SPA”), by and between ECMOHO Limited (the “Company”) and each of the investors listed on Exhibit A thereto (the “Purchasers”), as the same may be amended from time to time. Capitalized terms used, but not defined, herein shall have the meaning ascribed to such terms in the SPA.

Equity Interest Pledge Agreement
Equity Interest Pledge Agreement • August 30th, 2019 • ECMOHO LTD • Retail-catalog & mail-order houses
COMMERCIAL BANKING (CARM 180910) CONFIDENTIAL The Directors Ecmoho (Hong Kong) Limited Shang Hai Shi Xu Hui Qu Tian Yue Qiao Lu 1000 Hao 3 Lou Xu Hui Yuan Shang Wu Lou China
ECMOHO LTD • September 26th, 2019 • Retail-catalog & mail-order houses • Hong Kong

With reference to our recent discussions, we are pleased to confirm our agreement to granting you the following facilities. The facilities will be made available subject to (a) the specific terms and conditions outlined herein; (b) the Bank’s Terms and Conditions for Facilities; and (c) the general terms and conditions governing your account(s) with the Bank or (as the case may be) the relationship terms of business. In case of any conflict, the terms of this Facility Letter shall prevail. Definitions contained in the Bank’s Terms and Conditions for Facilities apply to this Facility Letter. The Bank shall have an unrestricted discretion to reduce, cancel or suspend, or determine whether or not to permit drawings in relations to, the facilities. The facilities are subject to review at any time and in any event by 15 October 2019, and also subject to the Bank’s overriding right of repayment on demand including the right to call for cash cover on demand for prospective and contingent liab

JOINDER AGREEMENT
Joinder Agreement • September 26th, 2019 • ECMOHO LTD • Retail-catalog & mail-order houses

This joinder agreement (this “Joinder Agreement”) is made as of the date written below by the undersigned (the “Additional Purchaser”) in accordance with Section 1.3 of that certain Preferred Share Purchase Agreement, dated as of August 2, 2018 (the “SPA”), by and between ECMOHO Limited (the “Company”) and each of the investors listed on Exhibit A thereto (the “Purchasers”), as the same may be amended from time to time. Capitalized terms used, but not defined, herein shall have the meaning ascribed to such terms in the SPA.

China Merchants Bank Co., Ltd. Shanghai Branch Credit Agreement (Applicable to the case where no loan contract is separately signed for the working capital loan)
Credit Agreement • September 26th, 2019 • ECMOHO LTD • Retail-catalog & mail-order houses • Hong Kong

Upon application by Party B, Party A agrees that it will provide credit to Party B for use by Party B. Party A and Party B have reached the Agreement in accordance with the relevant laws with respect to the following articles after mutual negotiation.

THIS DEED OF CHARGE OF INVENTORIES is made on 23 November 2018 BETWEEN
ECMOHO LTD • September 26th, 2019 • Retail-catalog & mail-order houses • Hong Kong
Loan Agreement
Loan Agreement • June 12th, 2020 • ECMOHO LTD • Retail-catalog & mail-order houses

Under the principles of equality, free will and good faith, and through amicable consultation, Party A, Party B and Party C have reached this Agreement and warranty they will abide by and perform this Agreement together.

Spousal Consent Letter
ECMOHO LTD • August 30th, 2019 • Retail-catalog & mail-order houses
Confirmation Letter
ECMOHO LTD • September 26th, 2019 • Retail-catalog & mail-order houses
Supplementary Loan Agreement II
ECMOHO LTD • June 12th, 2020 • Retail-catalog & mail-order houses

Whereas, Party A and Party B executed two Loan Agreements in September 2017 and March 2018 respectively, and executed the Supplementary Agreement to Loan Agreement to the above two Loan Agreements (the above four agreements are hereinafter collectively referred to as the "Original Agreements") in September 2019, where Party B borrowed a total of USD 6,000,000 (Six Million US Dollars) from Party A. After friendly negotiation, the four parties hereto have agreed to extend all the terms of the Original Agreements to May 31, 2020, and all the terms of the Original Agreements shall be replaced with the provisions of this Supplementary Agreement as of June 1, 2020.

Loan Agreement
Loan Agreement • August 30th, 2019 • ECMOHO LTD • Retail-catalog & mail-order houses

In the principle of equality, voluntariness and sincerity, Party A, Party B, Party C and Party D reach the Loan Agreement (the “Agreement”) upon negotiation, and ensure the joint implementation.

Confirmation Letter
ECMOHO LTD • June 28th, 2019 • Retail-catalog & mail-order houses
SHARE SUBSCRIPTION AGREEMENT between ECMOHO LIMITED, and
Share Subscription Agreement • June 28th, 2019 • ECMOHO LTD • Retail-catalog & mail-order houses • New York

THIS SHARE SUBSCRIPTION AGREEMENT (including the exhibits hereto, this “Agreement”), dated as of August 7, 2018, is made between ECMOHO Limited (the “Company”), an exempted company incorporated under the laws of the Cayman Islands and each of the investors listed on Exhibit A attached to this Agreement (each an “Investor” and together the “Investors”).

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Shanghai HengshoutangHealth Technology Co., Ltd. Equity Transfer Agreement
Equity Transfer Agreement • April 30th, 2021 • ECMOHO LTD • Retail-catalog & mail-order houses

This Equity Transfer Agreement (hereinafter referred to as "this Agreement") is signed on October 28, 2020 (hereinafter referred to as "signing date") in Shanghai by and between the following parties:

Loan Agreement
Loan Agreement • September 26th, 2019 • ECMOHO LTD • Retail-catalog & mail-order houses
Supplementary Loan Agreement
ECMOHO LTD • June 12th, 2020 • Retail-catalog & mail-order houses

Whereas, Party A and ECMOHO Limited executed two Loan Contracts (hereinafter collectively referred to as the "Original Loan Contracts") on November 12, 2019, where Party B borrowed a total of USD 2,000,000 (Two Million US Dollars) from Party A. After friendly negotiation, the four parties hereto have agreed to extend all the terms of the Original Loan Contracts to May 31, 2020, and all the terms of the Original Loan Contracts shall be replaced with the provisions of this Supplementary Agreement as of June 1, 2020.

FORM OF INDEMNIFICATION AGREEMENT
Form of Indemnification Agreement • August 30th, 2019 • ECMOHO LTD • Retail-catalog & mail-order houses • Hong Kong

THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of , 20 by and between ECMOHO Limited, an exempted company with limited liability incorporated and existing under the laws of the Cayman Islands (the “Company”), and (the “Indemnitee”).

Yang Infinity (Shanghai) Biotechnology Co., Limited Agreement on Cancellation of Equity Pledge Contract
ECMOHO LTD • June 12th, 2020 • Retail-catalog & mail-order houses

This Agreement on Cancellation of Equity Pledge Contract (hereinafter referred to as "this Agreement") was signed and entered into by the following parties in Shanghai on April 27, 2020 and shall come into force as of such date:

NOTE PURCHASE AGREEMENT
Note Purchase Agreement • April 30th, 2021 • ECMOHO LTD • Retail-catalog & mail-order houses
Share Transfer Agreement
Share Transfer Agreement • August 30th, 2019 • ECMOHO LTD • Retail-catalog & mail-order houses

For the purpose of the Agreement, the Seller, the Buyer and the Target Company are referred to as a “Party” severally and the “Parties” collectively.

DATED [July 23, 2020] THE INVESTOR and THE FOUNDERS and THE COMPANY SHAREHOLDERS' AGREEMENT
ECMOHO LTD • April 30th, 2021 • Retail-catalog & mail-order houses
PREFERRED SHARE PURCHASE AGREEMENT by and between ECMOHO LIMITED, ECMOHO (HONG KONG) HEALTH TECHNOLOGY LIMITED, SHANGHAI ECMOHO HEALTH BIOTECHNOLOGY CO., LTD., WANG YING, ZENG QINGCHUN, and EACH OF THE INVESTORS LISTED ON EXHIBIT A HERETO Dated as of...
Preferred Share Purchase Agreement • June 28th, 2019 • ECMOHO LTD • Retail-catalog & mail-order houses • New York

THIS PREFERRED SHARE PURCHASE AGREEMENT (including the exhibits hereto, this “Agreement”), dated as of August 2, 2018, is made by and among:

Shanghai Jieshi Technology Co., Ltd. Equity Transfer Agreement
Equity Transfer Agreement • April 30th, 2021 • ECMOHO LTD • Retail-catalog & mail-order houses

This Equity Transfer Agreement (hereinafter referred to as "this Agreement") is signed on July 9, 2020 (hereinafter referred to as "signing date") in Shanghai by and between the following parties:

Comprehensive Credit Line Contract Ningbo Commerce Bank (201812 Version)
Loan Contract • August 30th, 2019 • ECMOHO LTD • Retail-catalog & mail-order houses

On the basis of equality and voluntariness, Party A and Party B have concluded the Contract upon consensus in accordance with the provisions of relevant laws, and are willing to abide by all contract terms.

DATED [July 23,2020] THE PURCHASER and THE SELLER and THE COMPANY SHARE SALE AND PURCHASE AGREEMENT
ECMOHO LTD • April 30th, 2021 • Retail-catalog & mail-order houses
Yang Infinity (Shanghai) Biotechnology Co., Limited Agreement on Cancellation of Equity Pledge Contract
ECMOHO LTD • June 12th, 2020 • Retail-catalog & mail-order houses

This Agreement on Cancellation of Equity Pledge Contract (hereinafter referred to as "this Agreement") was signed and entered into by the following parties in Shanghai on April 27, 2020 and shall come into force as of such date:

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