Browse EX-10 agreements

REGISTERED PRE-FUNDED WARRANT TO PURCHASE ORDINARY SHARES

FARMMI, INC.

Warrant Shares: [●]	Initial Exercise Date: __________, 2026
	Issuance Date: __________, 2026

THIS PRE-FUNDED WARRANT TO PURCHASE ORDINARY 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 until this Warrant is exercised in full (the “Termination Date”), to subscribe for and purchase from Farmmi, Inc., a Cayman Islands exempted company (the “Company”), up to [●] ordinary shares (as subject to adjustment hereunder, the “Warrant Shares”). Subject to the provisions of Section 2.3, the purchase price of one (1) Ordinary Share under this Warrant shall be equal to the Exercise Price, as defined in S

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股权收购协议

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STOCK PURCHASE AGREEMENT

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由以下各方签订

AMONG

甲方（转让方）： Baiya International Group Inc.，一家依据开曼群岛法律合法设立并有效存续的主体（“转让方”）。

Party A (Transferor): Baiya International Group Inc., an entity duly organized and validly existing under the laws of the Cayman Islands (“Transferor”).

乙方（收购方）： Shengshi International Group Inc.，一家依据开曼群岛法律合法设立并有效存续的公司（“收购方”）。

Party B (Acquiror): Shengshi International Group Inc., a company duly organized and validly existing under the laws of the Cayman Islands (“Acquiror”).

丙方（目标公司）： STARFISH TECHNOLOGY-FZE，一家依据迪拜酋长颁布的2021年第16号法律及迪拜综合经济区管理局（DIEZA）相关实施条例正式设立的有限责任公司（“目标公司”）。

Party C (The Company): STARFISH TECHNOLOGY-FZE, a Free Zone Establishment with limited liability duly formed pursuant to Law No. 16 of 2021 issued by H.H. Ruler of Dubai and the Implementing Regulations of Dubai Integrated Economic Zones Authority (DIEZA) (“Company”).

鉴于条款

RECITALS

WHEREAS, 于交割前，转让方为目标公司全部已发行股份（“公司股份”）的登记及实益所有人；

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**PLACEMENT AGENCY AGREEMENT **

July 3, 2026

Univest Securities, LLC

75 Rockefeller Plaza, Suite 25A

New York, NY 10019

Ladies and Gentlemen:

Subject to the terms and conditions of this agreement (this “Agreement”) and the Transaction Documents (as defined below), China SXT Pharmaceuticals, Inc., a BVI business company incorporated in the British Virgin Islands (the “Company”), hereby agrees to establish a private placement financing facility consisting of one or more pre-paid purchases for the purchase of Class A ordinary shares with no par value per share, of Company (the “Ordinary Shares”), in an aggregate principal amount of up to approximately $31,500,000, before deducting an original issue discount (the “OID”) of $1,500,000, directly with one or more accredited and/or institutional investors (each, an “Investor” and collectively, the “Investors”), through Univest Securities, LLC, as placement agent (the “Placement Agent”). The Offering is intended to be made as a private placement exempt from registration under the Securities Act pursuant to

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Securities Purchase Agreement

This Securities Purchase Agreement (this “Agreement”), dated as of July 3, is entered into by and between CHINA SXT PHARMACEUTICALS INC., a British Virgin Islands business company (“Company”), and [*], a [*] company, its successors and/or assigns (“Investor”). Capitalized terms used but not otherwise defined herein will have the meanings set forth in Section 15.

A. Company and Investor are executing and delivering this Agreement in reliance upon an exemption from securities registration afforded by the Securities Act of 1933, as amended (the “1933 Act”), and the rules and regulations promulgated thereunder by the United States Securities and Exchange Commission (the “SEC”).

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**EXHIBIT 10.1  **

SECURITIES PURCHASE AGREEMENT

This SECURITIES PURCHASE AGREEMENT (the “Agreement”) is dated as of June 30, 2026 by and among Paranovus Entertainment Technology Ltd., a Cayman Islands company, (the “Company”), and the Entity listed in Exhibit A hereto and each affixes its signature on the signature page of this Agreement (each, a “Purchaser”; collectively, the “Purchasers”).

RECITALS

WHEREAS, the Company and the Purchasers are executing and delivering this Agreement in accordance with and in reliance upon the exemption from securities registration afforded by Section 4(a)(2) of the Securities Act of 1933 (the “Securities Act”) and/or Regulation S (“Regulation S”) as promulgated under the Securities Act;

WHEREAS, the Company is offering up to an aggregate of 12,500 Class B ordinary shares, par value US$0.0012 per share to the Purchaser (the “Share”), at price of $8.00 per share (the “Purchase Price”) to the Purchaser listed in Exhibit A;

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DEFINITIVE PRIVATE SUBSCRIPTION AGREEMENT

Private Placement of Class B Ordinary Shares of Wellchange Holdings Company Limited

This Definitive Private Subscription Agreement (this “Agreement”) is entered into as of July 1, 2026 (the “Effective Date”), by and between:

Wellchange Holdings Company Limited, a company incorporated in the Cayman Islands (the “Company”),

and

**Shek Kin Pong, **an individual at Unit 7 On 25th Floor Global Gateway Tower, No.63 Wing Hong Street, Kowloon, Hong Kong (the “Subscriber”).

The Company and the Subscriber are sometimes referred to herein individually as a “Party” and collectively as the “Parties”.

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RECITALS

WHEREAS, the Company desires to issue and sell to the Subscriber, and the Subscriber desires to purchase from the Company, certain Class B Ordinary Shares of the Company upon the terms and conditions set forth herein;

WHEREAS, the Subscriber is the Company’s Director, Chief Executive Officer and major shareholder;

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EMPLOYMENT AGREEMENT

This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of 1 July, 2026 by and between GRANDE GROUP LIMITED, a business company with limited liability incorporate in the British Virgin Islands (the “Company”), and Sha, XIA, 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 subsidiaries (collectively, the “Group”).

RECITALS

The Company desires to employ the Executive and to assure itself of the services of the Executive during the term of Employment (as defined below).

The Executive desires to be employed by the Company during the term of Employment and upon the terms and conditions of this Agreement.

AGREEMENT

The parties hereto agree as follows:

1. POSITION

The Executive hereby accepts the position of Director of the Company (the “Employment”).

2. TERM

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SECURITIES PURCHASE AGREEMENT

This Securities Purchase Agreement (this “Agreement”) is dated as of June [●], 2026, between BTC Digital Ltd., a Cayman Islands exempted company (the “Company”), and each purchaser identified on the signature pages hereto (including their respective successors and assigns, each a “Purchaser” and collectively, the “Purchasers”).

WHEREAS, subject to the terms and conditions set forth in this Agreement and pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”), and Rule 506 promulgated thereunder, the Company desires to issue and sell to each Purchaser, and each Purchaser, severally and not jointly, desires to purchase from the Company, securities of the Company as more fully described in this Agreement.

NOW, THEREFORE, IN CONSIDERATION of the mutual covenants contained in this Agreement, and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the Company and each Purchaser agree as follows:

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June [●], 2026

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PERSONAL AND CONFIDENTIAL

Mr. Siguang Peng, Chief Executive Officer

BTC Digital Ltd.

61 Robinson Road Level 6 & 7
#738, Singapore 068893

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Re:	BTCT | PIPE Offering | Placement Agent Agreement

Dear Mr. Peng:

The purpose of this placement agent agreement is to outline our agreement pursuant to which Aegis Capital Corp. (“Aegis”) will act as the placement agent on a “best efforts” basis in connection with the proposed PIPE Offering (the “Placement”) by BTC Digital Ltd. (collectively, with its subsidiaries and affiliates, the “Company”) of units consisting of its Ordinary Shares and warrants to purchase its Ordinary Shares (the “Securities”). This placement agent agreement sets forth certain conditions and assumptions upon which the Placement is premised. The Company expressly acknowledges and agrees that Aegis’s obligations hereunder are on a reasonable “best effor

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REGISTRATION RIGHTS AGREEMENT

This Registration Rights Agreement (this “Agreement”) is made and entered into as of [●], 2026, between BTC Digital Ltd., a Cayman Islands exempted company (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”).

This Agreement is made pursuant to the Securities Purchase Agreement, dated as of the date hereof, between the Company and each Purchaser (the “Purchase Agreement”).

The Company and each Purchaser hereby agrees as follows:

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This Share Subscription Agreement (this “Agreement”), dated as of June 30, 2026, by and between Lianhe Sowell International Group Ltd (the “Company”), Shenzhen Sowell Technology Development Co., Ltd (“Shenzhen Sowell”) and Lianyue Holding Limited (the “Subscriber”).

 

RECITALS:

WHEREAS, the Company desires to issue, sell and deliver to the Subscriber, and the Subscriber desires to purchase and acquire from the Company, upon the terms and conditions set forth in this Agreement, an aggregate of 2,400,000 Class B Ordinary Shares of par value US$0.0016 of the Company (the “Securities”).

 

NOW, THEREFORE, in consideration of the foregoing and representations, warranties, covenants and agreements set forth herein as well as other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged and accepted, and intending to be legally bound, the Company, Shenzhen Sowell and the Subscriber hereby agree as follows:

 

DEFINITIONS

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AMENDMENT TO SHARE PURCHASE AGREEMENT

 

This Amendment to Share Purchase Agreement (this “Amendment”) is made as of this June 29, 2026 by and among AUSTRALIAN OILSEEDS HOLDINGS LIMITED (the “Purchaser”), Hailing Fan (the “Seller”) and RENTBUDDYUK Limited, a company incorporated under the laws of the United Kingdom (the “Target Company”). The Purchaser, the Seller and the Target Company are referred to herein collectively as the “Parties” and individually as a “Party”.

 

WHEREAS, the Purchaser and the Seller entered into that certain share purchase agreement dated as of April 24, 2026 (the “Share Purchase Agreement”), pursuant to which, among other things, the Purchaser desired to acquire from the Seller, and the Seller desires to sell to the Purchaser 5,100 ordinary shares of the Target Company;

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