Employee Agreement: Stock Optiontokens

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EMPLOYEE STOCK OPTIONTOKENS AGREEMENT Formatted:
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This Employee Stock OptionTokens Agreement (“Option Agreement”) is made and entered into as of the ati
date of grant set forth below (“Date of Grant”), by and between: on
.
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BETWEEN: PIEXGO LIMITED (the "Company"), a company limited by sharesToken, organized and .
existing under the laws of British Virgin Islands, with its head office located at Unit 8, Al
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3/F, Qwomar Trading Complex, Blackburne Road, Port Purcell, Road Town, Tortola,
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British Virgin Islands, VG1110, hts
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AND: [Employee Full Name] (the "Participant"), an individual with his/her main address at ot
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[full residence address of the employee].
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1. DEFINITIONS py
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1.1. In the following clauses: la
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a) “Participant” means an individual who is a manager, employee or a contractor of the of
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Company, who is selected at the discretion of Mr. Du Linxu, of the Company to be granted e
that shall be given tokensstock options; U
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ed
b) “Option” means the stock optionTokens that gives the right to the Participant to acquire [type St
of sharesToken] sharesToken of the Company during the Exercise Period against payment of the ate
Exercise Price as provided for in Article 3 below; s
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c) “Option SharesToken” means the total amount of ordinary sharesToken of the Company na
which are made available for purchase by the Participant by means of the present Employee da
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Stock OptionTokens Agreement; d
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d) “Date of Grant” means the date on which the Participant and the Company enter into this int
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Employee Stock OptionTokens Agreement and on which the Participant receives the Option; na
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e) “Vesting” means the process throughout which the Participant earns the Option SharesToken na
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granted to him/her by means of the present Employee Stock OptionTokens Agreement; tre
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es.
IT
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International treaties. IT IS ILLEGAL AND STRICTLY PROHIBITED TO DISTRIBUTE, PUBLISH, OFFER FOR SALE, LICENSE OR SUBLICENSE, GIVE OR
DISCLOSE TO ANY OTHER PARTY, THIS PRODUCT IN HARD COPY OR DIGITAL FORM. ALL OFFENDERS WILL BE SUED IN A COURT OF LAW.
f) “Vesting Period” means the time period between the Date of Grant and the Anniversary Date
on which the Participant earns the right to exercise all Option SharesToken granted to him/her
by means of the present Employee Stock OptionTokens Agreement;
g) “Vesting Schedule” means a table indicating the number of Option SharesToken that will vest
throughout the Vesting Period, which the Participant may purchase after the Vesting Period
or upon the occurrence of any of the triggering events under Articles 9,10, 11, 12;
h) “Vested Option SharesToken” means a portion of the total amount of Option SharesToken
which the Participant has earned the right to acquire throughout the Vesting Period and the
total amount of Option SharesToken which the Participant has earned the right to acquire
after the Vesting Period has ended;
i) “Exercise Date” means the 26th day of September, 2019, and as of which the Option may be
exercised;
j) “Exercise” means the purchase of all Option SharesToken by the Participant after the Vesting
Period has ended, or the purchase of a fraction of vested Option SharesToken by the
Participant upon the occurrence of certain triggering events, as provided for in Article 4.a;
k) “Exercise Price” means the price, determined at the Date of Grant, at which an Option
ShareToken can be purchased by the Participant;
l) “Exercise Period” means the period of time during which the Participant may purchase the
Option SharesToken;
1.2. Terms and phrases not defined herein shall be given their ordinary meaning.
1.3. This agreement includes a Vesting Schedule, attached to it in Appendix 1, which shall be an
integral part thereof.
2. GRANT OF OPTION
On the date of entering into force of this Option Agreement, 15th May 2019 (the “Date of Grant”) the
Company hereby grants to the Participant an Option (the “Option”) to purchase the total number of
[number of sharesToken] [type of sharesToken] sharesToken of the Company as set forth above (the “Option
SharesToken”) against payment of the Exercise Price per ShareToken of 0 dollars / [x] dollars as set forth
above (the “Exercise Price”) during the Exercise Period commencing on [26th September 2019 ] and expiring
on [26th September 2021], subject to all the terms and conditions of the present Agreement.
3. EXERCISE PRICE
The Exercise Price of SharesToken are set on:

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a. [0 dollar] per shareToken
or
b. [x] dollars per shareToken
The Employee can choose on how they will get sharesToken from the PIEXGO either: [0] dollar per
shareToken (with Limitation) and [x] dollar per shareToken. As such, the Employee may write down on
the form on how many sharesToken they want.
Employee Exercise Form:
Name of Employee: Formatted: Font: Bold
Residence: Birthday: Formatted: Font: Bold, Font color: Text 1

Formatted: Font: Bold
Date of Employment: Contact Number:
Formatted: Font: Bold, Font color: Text 1
Exercise of SharesToken: (Please check whether “0” dollar / [x] dollar Formatted: Font: Bold
0 dollar [x] dollar
Note: The sharesToken for 0 dollar amount is limited and subject to the discretion of Formatted: Font: Bold
PIEXGO Formatted: Font: Bold, Font color: Text 1
Amount of SharesToken to be purchased:
______
SIGNATURE: Formatted: Font: 14 pt
Formatted: Font: 10 pt
Formatted: Font: 14 pt
Formatted: Normal, Indent: Left: 0", Tab stops: 4.73",
Left
Formatted: Font: (Default) Calibri, 11 pt
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As the case may be subject to the agreement stated under the 4th Clause (Exercise of Option).
Further, where both amounts which represents the fair market value per ShareToken of the
Company at the Date of Grant as determined by the Company.
The Exercise Price is set at [0 dollar] per share, which represents the fair market value per Share of the
Company at the Date of Grant as determined by the Company.
4. EXERCISE OF OPTION
This Option shall be exercisable during the Exercise Period in accordance with the following provisions:
a. Vesting Maturity date of Stocks and One-Year Cliff
i. This Option shall not become exercisable as to any of the Option SharesToken until
the 26th September 2019 (the "Exercise Date"). As of the Anniversary Date, this Option
may be exercised for a total of [number of sharesToken] ordinary sharesToken of the
Company. Exceptionally the Option may be exercised at the occurrence of the
triggering events provided for in Articles 8 as set out therein.
ii. 25% of the Option SharesToken shall vest be released after the lapse of six months
throughout the first 6 months after the from Exercise Date and shall only start
vestingwill only be distributed under the condition that the Participant has continued
his/her employment at the Company throughout the two years starting from the
exercise date. The Option shall be distributed for vest every six months for a 25% of
the Total Option SharesToken (the "Monthly Vesting Amount") as provided for in the
Vesting Schedule in Appendix 1 to this Agreement.
iii. The Option shall be exercisable after the Exercise date under the condition that the
Participant remained in an employment relationship with the Company or any
Subsidiary of the Company throughout the Vesting Period and including on the
Exercise Date. In the event of termination of the employee status of the Participant
during or after the Vesting Period, of disability or death of the Participant, the
provisions of Articles 7 and 8 shall apply to the way in which this Option may be
exercised.
iv. The Option may only be exercised in full and not for a fraction of the Option
SharesToken. SharesToken that are not vested shall be in nominee under Mr. Du Linxu,
shareTokenholder and director of the company.
v. In no event may this Option be exercised after the date of expiration of this Option
as set forth in Article 13 below.
b. Method of Exercise
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This Option shall be exercisable by means of a written notice which shall clearly state the
decision to exercise the Option, the number of Option SharesToken in respect of which the
Option is being exercised, and such other representations and agreements as may be required
by the Company. Such written notice shall be signed by the Participant and shall be delivered
in person or by email to Mr. Du Linxu of the Company. The written notice shall be
accompanied by payment of the Exercise Price, as specified in Article 6 below.
c. Adjustments of Exercise Terms
The number of the Option SharesToken and the Exercise Price specified above are subject to
appropriate adjustments in the event of changes in the capital structure of the Company by
reason of split-ups, reclassifications, mergers, consolidations, reorganizations or liquidations.
Subject to any required action of the shareTokenholders of the Company, if the Company shall
be the surviving entity in any merger or consolidation, this Option (to the extent that it is still
outstanding) shall continue to apply. A dissolution or liquidation of the Company, or a merger
or consolidation in which the Company is not the surviving entity, will cause this Option to
terminate, unless the merger or consolidation agreement shall provide otherwise, provided
that in such event the Participant shall, if the Company expressly authorizes, have the right
immediately prior to such dissolution or liquidation, or merger or consolidation, to exercise
this Option in whole or part. To the extent that the foregoing adjustments relate to
sharesToken of the Company, such adjustments shall be made by the Mr. Du Linxu, whose
decisions in that respect shall be final, binding and conclusive.
5. PARTICIPANT'S REPRESENTATIONS
With regards to receiving this Option, to its vesting and its exercise, the Participant acknowledges and
confirms to the Company that he/she fully comprehends the following:
a. Both this Option and the Option SharesToken purchased upon its exercise are not securities,
the issuance by the Company of which requires compliance with the relevant procedures as
prescribed under British Virgin Island;
b. The Participant confirms to have carried out a reasonable investigation of the affairs of the
Company sufficient for him/her to be well informed as to the rights and the value of the not
securities made available to him/her.
6. METHOD OF PAYMENT
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Payment of the Exercise Price for the Option SharesToken shall be made by means of a cash payment, any
cashless payment (such as check), or by any other payment method as determined at the sole discretion
of Mr. Du Linxu of the Company in negotiation with the Participant.
7. RESTRICTIONS ON EXERCISING THIS OPTION AGREEMENT
This Option Agreement may not be exercised if the issuance of such SharesToken upon such exercise or
the method of payment of consideration for such Option SharesToken would constitute a violation of any
applicable laws, rules and regulation under the jurisdiction of British Virgin Island;
7.8. TERMINATION OF STATUS AS AN EMPLOYEE
In the event of termination of the Participant's employment relationship with the Company or any
Subsidiary of the Company for any reason other than death or disability on the side of the Participant, the
Participant loses his/her entitlement to exercise this Option. Vesting of Option sharesToken shall
immediately cease. Any vested or unvested options sharesToken shall lapse.
8.9. DEATH OR DISABILITY OF PARTICIPANT
In the event of death or disability of the Participant which occurs during the term of this Option and while
the Participant is an Employee of the Company, under the condition that the Participant has had a
continuous status of an Employee since the Date of Grant of this Option, this Option may be exercised, at
any time within 6 months following the date of death by a person who acquired the right to exercise the
Option by bequest or inheritance, but only to the extent of the right to exercise that had accrued at the
time of death of the Participant. To the extent that the Participant was not entitled to exercise the Option
at the date of his/her death, or if an authorized by the Participant person does not exercise such Option
within the 6 months’ time period specified herein, this Option shall terminate.
9.10. NON-TRANSFERABILITY OF OPTION
Transferability of this Option is subject to the approval of the Mr. Du Linxu of the Company. If the Option
is successfully transferred, this Option may be exercised and be binding upon by the person(s) it is
transferred to the recipient of the transfer and the terms of this Agreement shall be binding upon the
executors, administrators, heirs, successors and assigns of the Participant.
10.11. TERM OF OPTION
This Option may not be exercised more than 2 years from the Date of Grant of this Option, and may be
exercised during such term only in accordance with the terms prescribed in the present Agreement.
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11.12. PRIVILEGES OF STOCK OWNERSHIP
The Participant shall not be entitled to any shareTokenholder rights with respect to any of the Option
SharesToken until he/she exercises this Option and pays the Exercise Price as specified under Article 3
above. As from the moment of exercise of this Option, the Participant shall acquire all shareTokenholder
privileges with respect to the SharesToken in the Company.
12.13. NO GUARANTEE OF CONTINUED EMPLOYMENT
The vesting of the Option SharesToken is earned only under the condition that the Participant continues
his/her service as an employee of the Company throughout the Vesting Period. This Option, the
transactions contemplated hereunder and the Vesting Schedule attached in Appendix 1 to this Agreement
constitute neither an express nor an implied guarantee of a continued employment relationship of the
Participant with the Company and shall by no means interfere with the rights of the Participant and the
Company to terminate the Participant's employment relationship as provided for in the Employment
Agreement applicable.
13.14. RESTRICTIONS ON SUBSEQUENT USAGE OF OPTION SHARESTOKEN
13.1. In case of an Exit, a merger, a split, a consolidation, a change in control of the Company, a
shareToken-for-shareToken exchange or a similar transaction involving the Company, Mr. Du Linxu of the
Company has the right to undertake the following actions:
i) provide for the exchange of the outstanding Option SharesToken;
ii) accelerate the vesting of the outstanding Options;
iii) cancel the outstanding Options in exchange for a payment;
iv) in case of an IPO, exchange the outstanding Option SharesToken;
v) take whatever discretionary steps it considers appropriate.
13.2. Unless having obtained the prior approval of Mr. Du Linxu of the Company for that purpose, neither
the Option nor any rights and privileges conferred upon the Participant under this Option Agreement shall
be may not pledged, mortgaged, transferred, sold or use in another way the Option SharesToken for the
purpose of securing indebtedness of any kind, .and neither the Option nor any of the rights and privileges
conferred upon the Participant under this Option Agreement shall be subject to execution, attachment or
similar process. . Upon any attempt by the Participant to so transfer, assign, pledge, hypothecate, make
subject to a security interest or otherwise dispose of the Option or any of the rights and privileges hereby
conferred contrary to the provisions hereof, or upon the levy of any execution, attachment or similar
process upon an Option or any of therights and privileges thereby conferred, the Option and such rights
and privileges shall immediately terminate and cease to be exercisable.
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14.15. FIRST RIGHT TO OFFER
If the participant proposes to sell their vested shareToken, Mr. Du Linxu of the company shall be granted
the first right to offer. The participant shall deliver notice to Mr. Du Linxu of the company via e-mail or
any other agreed upon communication method stating its intention to (i) sell the vested shareToken (ii)
the number of sharesToken to be offered.
Within 30 days of delivery, Mr. Du Linxu, may elect to purchase or obtain, at the most recent transacted
price of the company’s sharesToken.
15.16. SEVERABILITY
In the event that any of the provisions contained in this Agreement is held invalid or unenforceable, it is
the fair intention of both parties that such invalidity or unenforceability shall have no impact or
whatsoever on the remaining provisions of the Agreement. The provisions of this agreement shall be
construed as to its fair meaning and not for or against either party.
16.17. DAMAGES
Any violation of this Agreement (other than a default in the payment of money) that cannot be
compensated for by damages shall entitle the aggrieved party to the right and privilege to obtain specific
performance of this Option in the court having jurisdiction in the event of such a violation, as indicated in
Article 20 below.
18. TERMINATION OF THIS AGREEMENT

All rights and duties given by this Option Agreement shall be terminated and ceases to exists upon the
occurrence of any of the following events:
i. Cessation of the Company’s Business;

ii. In case of Bankruptcy, Receivership, or Dissolution of the Company;
iii. Written agreement or Consent of of Mr. Du Linxu
17.18. COMPLETE AGREEMENT
This Agreement and the attached to it Appendix 1 constitute the entire agreement between the parties
with respect to its subject matter, and supersedes all other prior or contemporaneous agreements and
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understandings, both oral and written. An amendment of this Agreement may only be made in writing
signed by the Company and the Participant.
18.19. GOVERNING LAW
This Employee Stock OptionTokens Agreement shall be governed by and construed in accordance with
Singapore law. Disputes shall in the first place be attempted to be settled by amicable means and if
amicable resolution is not possible within a reasonable period of 6 months, the Singapore International
Arbitration Centre (SIAC) shall have jurisdiction over any dispute arising out of, in connection with, or by
reason of this Agreement.
Dated: [15th May, 2019]
IN WITNESS WHEREOF the parties hereto have executed this Option Agreement as of the date
mentioned above mentioned.
SIGNATURES
[PIEXGO LIMITED]:
___________________________
By:
Title:
[PARTICIPANT NAME]:
___________________________
By:
Title:
Identification Card #
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(Optional Appendix 1: Vesting Schedule follows on the next page)
Questions:
1. Is there a chance that this Option (SharesToken) are to be sold in Public? – If yes, I can help you
adding a clause.
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Appendix 1: Vesting Schedule
Individual Parameters of the Option:

Total granted Option SharesToken: [number] [type] sharesToken
Starting Date: 26th September 2019
Ending Date:
Period Date Option SharesToken Cumulative Vested

Vested
1 26th September 2019 - -
2 26th March 2020 … …
3 26th September 2020
4 26th March 2021
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8
9
10
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NOTICE OF EXERCISE OPTION

[to be signed only upon exercise of this option ]
The undersigned hereby exercises the Option for the purchase of

[Type of ShareToken] Optioned sharesToken covered by such Option
and in accordance with the terms and conditions thereof and,
herewith makes payment of the exercise price in full.
The Corporation is instructed to issue such SharesToken in the name

of the undersigned and to deliver the same at the address indicated
below.
Date: _____________________ ,20__.
_____________________________________ __________________________
Witness [Name of Option Holder]
Address:
11

Employee Agreement: Stock Optiontokens

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Employee Agreement: Stock Optiontokens

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The Exercise Price of SharesToken are set on:

a. [0 dollar] per shareToken

b. [x] dollars per shareToken

Employee Exercise Form:

Name of Employee: Formatted: Font: Bold

Residence: Birthday: Formatted: Font: Bold, Font color: Text 1

a. Vesting Maturity date of Stocks and One-Year Cliff

c. Adjustments of Exercise Terms

7. RESTRICTIONS ON EXERCISING THIS OPTION AGREEMENT

7.8. TERMINATION OF STATUS AS AN EMPLOYEE

8.9. DEATH OR DISABILITY OF PARTICIPANT

9.10. NON-TRANSFERABILITY OF OPTION

10.11. TERM OF OPTION

11.12. PRIVILEGES OF STOCK OWNERSHIP

12.13. NO GUARANTEE OF CONTINUED EMPLOYMENT

13.14. RESTRICTIONS ON SUBSEQUENT USAGE OF OPTION SHARESTOKEN

14.15. FIRST RIGHT TO OFFER

18. TERMINATION OF THIS AGREEMENT

i. Cessation of the Company’s Business;

17.18. COMPLETE AGREEMENT

18.19. GOVERNING LAW

Dated: [15th May, 2019]

(Optional Appendix 1: Vesting Schedule follows on the next page)

Appendix 1: Vesting Schedule

Individual Parameters of the Option:

Period Date Option SharesToken Cumulative Vested

NOTICE OF EXERCISE OPTION

The undersigned hereby exercises the Option for the purchase of

The Corporation is instructed to issue such SharesToken in the name

Date: _____________________ ,20__.

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Date: ___________________ ,20.