If we fail to reach the agreed minimum shipping volume, our supplier generally has the right to terminate the agreement and charge us a pre-determined fee.
Business · p. 231
Our Directors confirmed that during the Track Record Period, we did not experience any material failure in reaching the agreed minimum shipping volume with our suppliers which triggered the supplier’s right to terminate the agreement and charge a pre-determined fee.
Business · p. 231
We have also entered into a framework agreement with Supplier A in January 2018 for an indefinite term, pursuant to which we committed to a minimum purchase commitment of 2000 packages per day.
Under the memorandum of understanding, Southwest Salt Lake intends to supply us with 300,000 tonnes of premium grade potash from September 2022 to August 2023.
Business · p. 283
We purchased a total of approximately 2,000 tonnes of KCL from Southwest Salt Lake under the memorandum of understanding as of 30 November 2023.
Business · p. 283
Our Directors believe that these alternative sourcing and new business relationships with domestic producer and other overseas suppliers will diversify our source of supplies, and reduce the risk of concentration on a number of existing suppliers.
(ii) contractual agreements on future pricing with certain design-win customers upon SOP, which stipulate annual price reductions ranging from 1% to 5%
Summary · p. 9
For our LiDAR hardware products for customers in the ADAS industries, we adopt a volumebased pricing structure in order to encourage customers to order more units at once, and thereby increase our sales volume and potentially reduce per-unit production costs.
Since January 1, 2023 and up to the Latest Practicable Date, we have entered into 10 cooperation agreements with local government authorities and SOEs which set out commitments of such government authorities and SOEs such as (i) strategic cooperation to facilitate the promotion of AI education or (ii) prioritising purchasing education smart robotic products and services from our Group within a specified period with actual purchase orders being subsequently formalized through purchase orders, which is not uncommon market practice according to Frost & Sullivan.
Business · p. 383
Among these cooperation agreements, we have entered into one framework sales contract under one of the government cooperation agreements, pursuant to which the counterparty shall purchase robotic products from our Group and the procurement amount for the three years from April 2023 shall be RMB450 million (of which RMB80 million is in relation to education smart robotic products and services), the details of which are subject to the placing of purchase order.
We also enter into long-term supply agreements typically for five years with major tea leaf cooperatives.
Business · p. 226
As of June 30, 2023, we had maintained long-term supply agreements with 35 major tea leaf cooperatives.
Business · p. 227
In 2020, 2021, 2022 and the six months ended June 30, 2022 and 2023, our purchase amount of rough tea leaves from tea leaf cooperatives that we had maintained long-term supply agreements with was RMB76.6 million, RMB146.8 million, RMB111.5 million, RMB80.3 million and RMB65.1 million, respectively.
Geely Group is entitled to termination upon written notice in accordance with the general purchasing terms and conditions mutually determined by both parties. The framework purchasing agreement does not provide for specific provisions regarding its duration or renewal.
Business · p. 274
Due to the industry-wide chip shortages, Mobileye applied a non-cancellable non-refundable policy to the procurement of the base version of AD domain controllers and required us to provide a binding forecast of our procurement.
Business · p. 286
A tiered pricing structure has been adopted for the base version of AD domain controllers, and the purchase price is dynamically adjusted based on the sales volume.
To further cement the mutually beneficial relationship between us and the Jinma Group, we have entered into a long-term supply contract on 6 December 2023 with the following salient terms:
Business · p. 204
I. it will have successive terms of three years with the option, exercisable solely by us, to terminate the arrangements at the end of each three-year period;
Business · p. 204
the purchase price of crude coking coal gas will be determined with reference to, among others, (i) the historical purchase price of crude coking coal gas paid by our Group to the Jinma Group; (ii) the market price of coal; (iii) the price of crude coking coal gas in Henan province in general, which price mainly reflects the internal selling price within a group, given that crude coking coal gas (which is one of the coking by-products of the coking process) needs to be delivered through pipelines, resulting in a relatively closed market with crude coking coal gas producers often giving priority to (a) self-use, followed by (b) sale to nearby subsidiaries for further processing; and (iv) the price of coal gas which, as disclosed in “Sales and Marketing – Pricing policy – Coal gas” in this section, is regulated by the concession agreement entered into by Jinning Energy; and arm’s length negotiation between the two groups.
In accordance with the Transitional Arrangement, our Group is required to furnish Customer Q with a specified international linehaul capacity. To fulfil this requirement, our Group entered into the Block Space Agreement with Supplier U in July 2023, with a pricing quotation remaining valid until the end of 2023.
Business · p. 256
To further mitigate our risks in the event that Customer Q does not fulfil the Guaranteed Minimum Weight, our Group entered into a back-to-back arrangement with Customer Q in September 2023 (the “Back-to-Back Arrangement”), where Customer Q has agreed to reserve the Guaranteed Minimum Weight from our Group for each of the designated flights operated by Supplier U at pre-agreed prices for the four months ended 31 December 2023.
Business · p. 258
Furthermore, to mitigate our risks associated with the block space arrangements with our suppliers, our Group sought opportunities to enter into back-to-back arrangements with both our suppliers and customers to maintain our revenue and profitability.
In 2022, we secured LFP through off-take agreements with certain raw material suppliers. The total minimum purchase commitment under these agreements was approximately 22,800 tons, representing approximately 55.7% of our LFP procurement in 2022.
Business · p. 265
If we are unable to purchase PVDF at the required amounts, we may be required to pay liquidated damages of 1% of the total value of the order to suppliers, and if we are unable to do so for two consecutive months, the liquidated damages will increase to 30% of the total value of the order, and the suppliers will have the right to terminate the agreement unilaterally; likewise, if the suppliers are unable to supply PVDF at the required amounts to us, such supplier may be required to pay liquidated damages to us.
Business · p. 266
As of the Latest Practicable Date, (i) we did not have any off-take agreement in effect and (ii) we did not enter into any new off-take agreements.
These agreements generally specify a variety of terms, including the duration, minimum purchase commitment, price adjustment provision, the goal of collaboration and termination clauses.
Business · p. 285
During the Track Record Period, we did not experience any material breach by our customers.
Business · p. 285
In addition, we also entered into a strategic cooperation agreement in December 2022 with one of our top five customers for the year ended 31 December 2022 and the five months ended 31 May 2023 to jointly develop and promote its hydrogen fuel cell vehicles equipped with our hydrogen fuel cell systems within the next two years.
For example, we have collaborated with our suppliers on a number of components including ceramic brakes, SOC precise battery display LCD dashboards, steel cord tires, aramid tires and chargers.
Business · p. 215
Pursuant to such strategic cooperative agreements, we generally secure exclusive supply rights for advanced or patented components of such suppliers and co-develop or improve such components with them to be applied to our electric two-wheeled vehicles.
Business · p. 226
Under the premise of maintaining reasonable profit, the supplier agrees to offer us the most favorable pricing terms within the industry.
The gross profit margin of our time charter services decreased from 33.4% in 2020 to 26.8% in 2021, primarily because our cost of sales related to such services increased significantly from RMB23.6 million in 2020 to RMB78.6 million in 2021, while we were not able to transfer such increase in costs to our customers primarily as the charter-out rates charged to our customers for two vessels were fixed by the long-term service contracts entered in 2020, which were lower as compared to the market rates in 2021.
Summary · p. 15
One of the contracts was entered into in December 2020 and completed in January 2022, and the other was entered into in April 2020 and completed in May 2021.
Summary · p. 15
The gross profit margin of our time charter services increased from 26.8% in 2021 to 61.3% in 2022, primarily due to increased average daily charter rates from approximately RMB73,000 in 2021 to approximately RMB191,000 in 2022 pursuant to the new service contracts signed in 2022, which was in line with the higher prevailing market rates in 2022 than that of 2021.
We collaborated with Mr. Jay Chou through (i) being a planner and/or an investor to large-scale concerts featuring Mr. Jay Chou, including one concert in each of 2019 and 2020, where we procured Mr. Jay Chou to perform at such concerts through Archstone; (ii) being the lead creator of J-Style Trip, where we procured Mr. Jay Chou to appear and obtained the right to use Mr. Jay Chou’s publicity rights through Archstone; (iii) jointly developed and owned the ChouMate trademarks with JVR Music; and (iv) entered into a 10-year IP Authorization Agreement with JVR Music pursuant to which we have secured an exclusive right in relation to projects related to ChouMate and a non-exclusive priority right to invest in projects related to Mr. Jay Chou and his IPs globally.
Summary · p. 4
On May 26, 2021, we entered into a new five-year cooperation framework agreement with Hangzhou Hengmei in relation to our MODONG coffee.
Business · p. 256
Term. Five years, and shall be automatically renewed for one year upon expiration, unless we give three months’ prior written notice to Hangzhou Hengmei.
In May 2022, we granted to MSD an exclusive, royalty-bearing and sublicensable license to develop, use, manufacture and commercialize our TROP2 ADCs, including SKB264 (also known as "MK2870" in MSD's portfolio) and any other TROP2 ADCs we may develop in the future, and products containing one or more such TROP2 ADCs outside Greater China.
Summary · p. 10
In June 2022, we granted to MSD an exclusive, royalty-bearing, sublicensable license to develop, use, manufacture and commercialize SKB315 and products based on SKB315 globally.
Summary · p. 10
To date, we have entered into nine out-license agreements, including three license and collaboration agreements with MSD to develop up to nine ADC assets for cancer treatment.
The EMC customer did not meet the demand originally anticipated in the Original EMC during the Track Record Period. We subsequently entered into the Supplemental EMC to negotiate the settlement of the trade receivable and extended the payment schedule, resulting in a decrease in the percentage of sharing revenue and longer payment cycles.
Financial Information · p. 527
As at 31 December 2020, 2021 and 2022, our trade receivable from our EMC customer amounted to approximately RMB69.0 million, RMB81.9 million and RMB89.8 million, respectively.
Financial Information · p. 527
The reversal of impairment losses on financial assets and contract assets increased by approximately RMB22.1 million or 2,223.4% from approximately RMB1.0 million for the year ended 31 December 2021 to approximately RMB23.1 million for the year ended 31 December 2022, primarily resulting from a decrease in expected credit loss rate related to our EMC customer during the year.
During the first three years of the CUP-MNDE Agreement, we commit to minimum annual purchase volumes of 56,000, 158,000 and 259,000 units for the first, second and third year, respectively.
Business · p. 300
According to the CUP-SFJH Agreement, during the first three years of the CUP-SFJH Agreement, we commit to minimum annual volume of purchases of 20,000, 60,000 and 100,000 units in the first, second and third year, respectively.
Business · p. 301
We had met the minimum annual purchase targets for CUP-SFJH during the Track Record Period and up to the Latest Practicable Date.
During the Track Record Period, other than the EPC Tripartite Framework Agreement, we did not have any other material long-term strategic cooperation agreement with our customers.
Business · p. 228
In view of the growing market of prefabricated steel structure building construction in the PRC and the on-going government supportive policies in this regard, Zhongtian Construction entered into the EPC Tripartite Framework Agreement in November 2017 with Hangxiao Technology and Hunan Design Institute, a state-owned company established in the PRC, to jointly develop prefabricated steel structure building system for residential properties under the EPC model.