Investment Cooperation Agreement dated April 6, 2022 by and between Sharing Economy International Inc. And Hanking Fof Investment, L.P
Investment Cooperation Agreement
Investment Cooperation Agreement (“this Agreement”) is entered into as 6 of April 2022 by：
甲方：Hanking Fof Investment,L.P.（下称“甲方”、“投资方”或“基金”）
注册地址： Floor 4, Willow House, Cricket Square, P.O. Box 268, Grand Cayman KY1-1104, Cayman Islands
Party A：Hanking Fof investment,L.P. （“Party A”, “Investor” or “Fund”）
Registration Number: 75317
乙方： SHARING ECONOMY INTERNATIONAL INC. （下称“乙方”、“目标公司”或“SEII”)
Party B： SHARING ECONOMY INTERNATIONAL INC. (“Party B”, “Target Company” or “SEII”)
Registered address: Nevada, USA Registration number: E0390892012-4
In view of the fact that:
Party A (Hanking Fund) is a private equity fund operated and managed by a family office in a professional way for wealthy families. It innovates and focuses on PE, bulk trading and secondary market investment. Hanking funds created the ecological management system, focus on fund investment management in several Hanking department funds in Hong Kong, Beijing, Shanghai and so on and pay attention to the global new economy industry. Hanking Fund’s team successfully invested in Sina, GAMA, Kunlun Wanwei, Phoenix Media, Dazhong Dianping, Xiaomi Technology, Himalayan and Meituan project, won the high returns; Hanking fund is also the partner of CDH Investment, Walden International, Sequoia Capital, Gobi Partners, Carlyle Capital, CITIC Industrial Fund and other mainstream funds, which has a strong influence and appeal in the industry.
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|2、||乙方为一家成立于1987年，在美国场外交易市场(Over-the-Counter)交易的公司，代码为“SEII”。自二零一七年第二季度起，集团基于全球市场瞄准科技和全球共享经济市场，通过开发在线平台和租赁业务合作等，倡导绿色经济，助推全球共享经济的发展。集团目前围绕科技和全球共享经济市场，在亚洲、欧美的重点市场，已拥有多个技术及服务平台，其中包括主要从事影视制作业务的Sharing Film 平台；通过使用 3D 技术为房地产、酒店和室内设计行业为客户提供新的视角，为每个图像创作提供更高的准确性、效率和真实性3D Discovery平台等，并在元宇宙产业化领域，储备了领先的技术和应用服务团队。|
Party B is a company established in 1987 and trading in the OVER-THE-COUNTER market of the United States with the code “SEII”. Since the second quarter of 2017, the Group has focused on technology and the global sharing economy market based on the global market, advocating green economy and boosting the development of the global sharing economy by developing online platforms and leasing business cooperation. Focusing on the technology and global sharing economy market, the Group now has several technology and service platforms in key markets in Asia, Europe and America, including the Sharing Film platform, which is mainly engaged in film and television production business; Through the use of 3D technology for real estate, hotel and interior design industry to provide customers with a new perspective, for each image creation to provide higher accuracy, efficiency and authenticity 3D Discovery platform, and in the field of metaverse industrialization, reserves the leading technology and application service team.
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Party A is optimistic about SEII’s business experience and mature platform advantages accumulated in the sharing economy scenario under the concept of green environmental protection, especially the company’s the upcoming new business based on the leading metaverse core basic technology reserves and centering on the application direction of metaverse technology in the sharing economy industry chain. In view of the potential improvement of ECENT business by technological iteration of Party B, as well as the development prospect of sales of hardware such as 3D rendering engine and ULTRA-high definition 3D display terminal equipment and providing high-definition digital modeling and naked-eye 3D integrated solutions in response to metaverse application demands of real estate, commerce, advertising, culture and entertainment industries, etc., party B has positive expectations. Therefore, Party A intends to make strategic investment in SEII.
Therefore, both parties, based on the principle of good faith, law-abiding and win-win cooperation, have reached the following intentions regarding strategic investment cooperation through negotiation:
投资方拟向目标公司进行总规模不超过3000万美金的2年期战略投资。投资方将于双方协商的各批付款日，以美元支付到 SEII 指定之账户，各批投资规模及投资形式以尽职调查后双方签署的正式投资协议为准。
Investment scale and term The Investor intends to make strategic investments in the Target Company with a total size of no more than US$30 million for a 2 year period. The Investor shall pay in USD to the account designated by SEII on the payment date of each batch negotiated by both parties. The investment scale and form of each batch of investment shall be subject to the formal investment agreement signed by both parties after due diligence.
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Use of funds The purpose of the proposed investment fund in this round is:
|a)||USD 7 million for the research and development of new technologies and products such as intelligent algorithms, application systems and intelligent interactive devices based on metaverse applications of Party B, and their application in Ecent business of sharing economy;|
|b)||USD 8 million will be used for Party B’s ultra-high definition naked-eye 3D integrated solution and software and hardware products, as well as the cost of market expansion in Hong Kong, Macao, Southeast Asia and Europe;|
|c)||USD 10 million shall be used for the business funds required by Party B in the cooperation with major customers involved in 3D upgrade of display panel;|
|d)||USD 5 million is intended to be the capital required by Party B to expand cooperation with more projects combining global leading metaverse technology and green economy by means of merger, integration, expansion of team and branch offices.|
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Investment expectations Party A reasonably expects that after Party B obtains this round of financing, the related business of metaverse will be expanded at a double speed, the sharing and green economy business will be further optimized iteratively, and the overall value of the company will continue to rise. Therefore, Party A’s investment in Party B will generate a good return on investment.
Due Diligence Prior to the signing of the formal investment agreement, Party A shall conduct due diligence on the Target Company within the validity period. Party B agrees that, within the validity period, it shall do its best to provide all necessary assistance to Party A and its professional consultants, answer and provide reasonable inquiries or requests related to the target project put forward by Party A and its professional consultants, so as to complete the due diligence as soon as possible.
Signing formal agreement
Upon completion of due diligence, Party A shall sign a formal investment agreement with Party B regarding the investment method and details. The investment process and arrangement shall be subject to the formal investment agreement.
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Condition Precedent of Investment Formal investment is subject to the following conditions:
A. The Investor has obtained satisfactory results of due diligence and other performance commitments has been agreed upon by both parties through negotiation;
B. The investment item has been reviewed and approved by the decision-making organ of the investor, and the investment item has been approved by the decision-making organ of Party B;
C. Each batch of investment shall comply with relevant listing rules and regulations, and shall be authorized and approved by relevant regulatory authorities and shareholders of the Company.
Term of validity This AGREEMENT is valid for 90 working days from the date of signing. If both parties fail to complete due diligence and sign a formal investment agreement within the validity period, the Agreement will automatically terminate.
Others This Agreement is for the cooperation negotiation and discussion between Party A and Party B. It is an informal investment agreement and is not legally binding on both parties except for the confidentiality clause. The formal investment agreement, once signed, automatically supersedes this Agreement.
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The application of law This Agreement shall be governed and construed in accordance with the laws of Hong Kong. Any dispute, dispute, divergence or claim arising out of or in connection with this Agreement, including the existence, validity, interpretation, performance, breach or termination of this Agreement, or any dispute arising out of or in connection with non-contractual obligations arising out of or relating to this Agreement, It shall be submitted to the Hong Kong International Arbitration Centre (HKIAC) for arbitration and final settlement in accordance with the Arbitration rules administered by HKIAC in force at the time of submission of the notice of arbitration. The place of arbitration shall be Hong Kong. There shall be three arbitrators. The arbitration proceedings shall be conducted in Putonghua. The arbitral award, once made, shall be final and binding upon the parties concerned.
If there is any inconsistency or conflict between the English version and the Chinese version of this Agreement, the Chinese version shall prevail.
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For and on behalf of代表 )
Hanking Fof Investment,L.P. (seal) )
and SIGNED by授权代表签署 )
in the presence of: )
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|Party B乙方: )|
|For and on behalf of 代表 )|
|SHARING ECONOMY INTERNATIONAL INC. (Seal) )|
|and SIGNED by授权代表签署 )|
|in the presence of: )|