UTSI [UTSTARCOM] SC 13D: (Original Filing)

[JOINT FILING AGREEMENT This Joint Filing Agreement may be executed in any number of counterparts, each of which shall be deemed an original. IN WITNESS WHEREOF SHANGHAI PHICOMM COMMUNICATION CO., LTD. Chongqing Liangjian New AREA Strategic Emerging Industries Equity Investment Fund Partnership (Limited LIABILITY Partnership) Gu Guoping Gu Guoping Chairman Zhang Jun PHICOMM TECHNOLOGY (HONG KONG) CO., LIMITED. Zhang Jun] [LETTER OF GUARANTEE WHEREAS Smart Soho Agreement Sellers WHEREAS NOW THEREFORE Guarantor mutatis mutandis Capitalized terms and expressions hereunder shall have the same meaning as those stipulated in the Agreement. For and on behalf of Phicomm Technology (Hong Kong) Co., Limited] [Capital Increase and Share Subscription Agreement by and among Chongqing Liangjiang New Area Strategic Emerging Industries Equity Investment Fund Partnership (Limited Liability Partnership) Shanghai Phicomm Communication Co., Ltd Phicomm Technology (Hong Kong) Co., Limited and The Smart Soho International Limited Place: Chongqing, China 1/20 Table of Contents 1. DEFINITIONS AND INTERPRETATION 5 2. CLOSING OF THE SHARES OF PARTY D] []

By | 2016-03-27T18:19:05+00:00 December 14th, 2015|Categories: Chinese Stocks, SEC Original, UTSI|Tags: , , , , , |0 Comments

UTSI [UTSTARCOM] SC 13D: JOINT FILING AGREEMENT This Joint Filing Agreement may

[JOINT FILING AGREEMENT This Joint Filing Agreement may be executed in any number of counterparts, each of which shall be deemed an original. IN WITNESS WHEREOF SHANGHAI PHICOMM COMMUNICATION CO., LTD. Chongqing Liangjian New AREA Strategic Emerging Industries Equity Investment Fund Partnership (Limited LIABILITY Partnership) Gu Guoping Gu Guoping Chairman Zhang Jun PHICOMM TECHNOLOGY (HONG KONG) CO., LIMITED. Zhang Jun] [LETTER OF GUARANTEE WHEREAS Smart Soho Agreement Sellers WHEREAS NOW THEREFORE Guarantor mutatis mutandis Capitalized terms and expressions hereunder shall have the same meaning as those stipulated in the Agreement. For and on behalf of Phicomm Technology (Hong Kong) Co., Limited] [Capital Increase and Share Subscription Agreement by and among Chongqing Liangjiang New Area Strategic Emerging Industries Equity Investment Fund Partnership (Limited Liability Partnership) Shanghai Phicomm Communication Co., Ltd Phicomm Technology (Hong Kong) Co., Limited and The Smart Soho International Limited Place: Chongqing, China 1/20 Table of Contents 1. DEFINITIONS AND INTERPRETATION 5 2. CLOSING OF THE SHARES OF PARTY D] []

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EFUT [eFuture] SC 13D: Joint Filing Agreement [ Shiji (Hong Kong) Limited

[Joint Filing Agreement [ Shiji (Hong Kong) Limited Zhongchu Li Director Beijing Shiji Information Technology Co., Ltd. Zhongchu Li Director Zhongchu Li] [SCHEDULE 13D (Amendment No._______)* EFUTURE INFORMATION TECHNOLOGY INC. (Name of Issuer) Ordinary shares, par value $0.0756 per share (Title of Class of Securities) G29438101 (CUSIP Number) Shiji (Hong Kong) Limited Room 1802, Great Eagle Centre, 23 Harbour Road, Wanchai, Hong Kong S.A.R. Facsimile: +852 2992 0618 Beijing Shiji Information Technology Co., Ltd. Zhongchu Li 15F, Beijing Inn Building, No.5, East]

By | 2016-03-23T04:58:00+00:00 November 25th, 2015|Categories: Chinese Stocks, EFUT, Webplus ver|Tags: , , , , , |0 Comments

ATAI [ATA] SC 13D: (Original Filing)

[JOINT FILING AGREEMENT Kevin Xiaofeng Ma Able Knight Development Limited Precious Time Holdings Limited] [6 From: Haitong International Financial Solutions Limited 22/F , Li Po Chun Chambers, 189 Des Voeux Road, Central, Hong Kong To: Joingear Limited OMC Chambers, P.O. Box 3152, Road Town, Tortola, British Virgin Islands CC: Ma Xiaofeng 1/F, East Gate, Building No.2, Jianwai SOHO, No.39, Dongsanhuanzhong R oad, Chaoyang District, Beijing , PRC Re: Funding Swap Transaction Dear Sirs: Confirmation] [SECURITY AGREEMENT dated created by JOINGEAR LIMITED as the Chargor HAITONG INTERNATIONAL FINANCIAL SOLUTIONS LIMITED acting as Counterparty Ref: L-241738 CONTENTS CLAUSE PAGE 1. Definitions and Interpretation 1 2. Undertaking to pay 5 3. Security 5 4. Restrictions and further assurance 6 5. Share Collateral 7] [DEED OF GUARANTEE AND INDEMNITY From: Ma Xiaofeng ( 1/F East Gate, Building No.2, Jian Wai Soho, No.39 Dong San Huan Zhong Road, Chao Yang District, Beijing 100022, China. To: Haitong International Financial Solutions Limited 22/F, Li Po Chun Chambers 189 Des Voeux Road Central Hong Kong 9 November 2015 Dear Sirs Deed of Guarantee and Indemnity in favour of] [Dated 16 November 2015 SUPPLEMENTAL AGREEMENT to A Security Agreement dated 9 November 2015 created by JOINGEAR LIMITED as the Chargor Haitong International Financial Solutions Limited as Counterparty Ref: L-241738 This Supplemental Agreement between (1) Chargor (2) Counterparty Whereas (A) Original Agreement (B) (C) (D) (E) This DEED witnesses the following: 1 Interpretation Save as set out below, all words] [EXECUTION VERSION SHARE PURCHASE AGREEMENT SHARE PURCHASE AGREEMENT Agreement Seller Purchaser WHEREAS, Company Common Shares ADSs WHEREAS Purchased Common Shares Purchased ADSs Purchased Securities NOW, THEREFORE ARTICLE I PURCHASE AND SALE OF THE PURCHASED SHARES 1.1 Purchase and Sale of Purchased Shares. Subject to the terms and conditions of this Agreement, at the Closing (as defined below), Seller shall sell,] [EXECUTION VERSION SHARE PURCHASE AGREEMENT SHARE PURCHASE AGREEMENT Agreement Seller Purchaser WHEREAS, Company ADSs WHEREAS Purchased ADSs NOW, THEREFORE ARTICLE I PURCHASE AND SALE OF THE PURCHASED SHARES 1.1 Purchase and Sale of Purchased Shares. Subject to the terms and conditions of this Agreement, at the Closing (as defined below), Seller shall sell, convey, assign and deliver to Purchaser, and] []

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ATAI [ATA] SC 13D: JOINT FILING AGREEMENT Kevin Xiaofeng Ma Able Knight

[JOINT FILING AGREEMENT Kevin Xiaofeng Ma Able Knight Development Limited Precious Time Holdings Limited] [6 From: Haitong International Financial Solutions Limited 22/F , Li Po Chun Chambers, 189 Des Voeux Road, Central, Hong Kong To: Joingear Limited OMC Chambers, P.O. Box 3152, Road Town, Tortola, British Virgin Islands CC: Ma Xiaofeng 1/F, East Gate, Building No.2, Jianwai SOHO, No.39, Dongsanhuanzhong R oad, Chaoyang District, Beijing , PRC Re: Funding Swap Transaction Dear Sirs: Confirmation] [SECURITY AGREEMENT dated created by JOINGEAR LIMITED as the Chargor HAITONG INTERNATIONAL FINANCIAL SOLUTIONS LIMITED acting as Counterparty Ref: L-241738 CONTENTS CLAUSE PAGE 1. Definitions and Interpretation 1 2. Undertaking to pay 5 3. Security 5 4. Restrictions and further assurance 6 5. Share Collateral 7] [DEED OF GUARANTEE AND INDEMNITY From: Ma Xiaofeng ( 1/F East Gate, Building No.2, Jian Wai Soho, No.39 Dong San Huan Zhong Road, Chao Yang District, Beijing 100022, China. To: Haitong International Financial Solutions Limited 22/F, Li Po Chun Chambers 189 Des Voeux Road Central Hong Kong 9 November 2015 Dear Sirs Deed of Guarantee and Indemnity in favour of] [Dated 16 November 2015 SUPPLEMENTAL AGREEMENT to A Security Agreement dated 9 November 2015 created by JOINGEAR LIMITED as the Chargor Haitong International Financial Solutions Limited as Counterparty Ref: L-241738 This Supplemental Agreement between (1) Chargor (2) Counterparty Whereas (A) Original Agreement (B) (C) (D) (E) This DEED witnesses the following: 1 Interpretation Save as set out below, all words] [EXECUTION VERSION SHARE PURCHASE AGREEMENT SHARE PURCHASE AGREEMENT Agreement Seller Purchaser WHEREAS, Company Common Shares ADSs WHEREAS Purchased Common Shares Purchased ADSs Purchased Securities NOW, THEREFORE ARTICLE I PURCHASE AND SALE OF THE PURCHASED SHARES 1.1 Purchase and Sale of Purchased Shares. Subject to the terms and conditions of this Agreement, at the Closing (as defined below), Seller shall sell,] [EXECUTION VERSION SHARE PURCHASE AGREEMENT SHARE PURCHASE AGREEMENT Agreement Seller Purchaser WHEREAS, Company ADSs WHEREAS Purchased ADSs NOW, THEREFORE ARTICLE I PURCHASE AND SALE OF THE PURCHASED SHARES 1.1 Purchase and Sale of Purchased Shares. Subject to the terms and conditions of this Agreement, at the Closing (as defined below), Seller shall sell, convey, assign and deliver to Purchaser, and] []

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SFUN [SouFun] SC 13D: (Original Filing)

[JOINT FILING AGREEMENT November 17, 2015 Execution page follows [ IDG ALTERNATIVE GLOBAL LIMITED Chi Sing Ho Director IDG MAXIMUM FINANCIAL LIMITED Chi Sing Ho Director BLINKMAX LIMITED Dongliang Lin Director] [SUBSCRIPTION AGREEMENT dated as of September 17, 2015 by and between SOUFUN HOLDINGS LIMITED And IDG ALTERNATIVE GLOBAL LIMITED TABLE OF CONTENTS Page Article I DEFINITIONS AND INTERPRETATION 1 Section 1.1 Definitions 1 Section 1.2 Interpretation and Rules of Construction 7 Article II PURCHASE AND SALE OF SECURITIES 8 Section 2.1 Sale and Issuance of the Purchased Securities 8 Section] [SUBSCRIPTION AGREEMENT SUPPLEMENT Agreement Listco IDG Alternative Parties Party This Subscription Agreement Supplement (this “ Subscription Agreement WHEREAS, Listco and IDG Alternative entered into a subscription agreement dated as of September 17, 2015 (the “ NOW, THEREFORE, in consideration of the mutual promises hereinafter set forth, and other good and valuable consideration, the receipt and sufficiency of which are hereby] [To: SouFun Holdings Limited F9M, Building 5, Zone 4, Hanwei International Plaza No. 186 South 4th Ring Road Fengtai District, Beijing 100160 The People’s Republic of China November 4, 2015 Waiver of Execution and Delivery of Registration Rights Agreement Re: Ladies and Gentlemen: Subscription Agreement Company Purchaser Letter Agreement In consideration of the mutual agreements set forth herein, the parties] [CONVERTIBLE NOTE CONVERTIBLE NOTE US$200,000,000 , 2015 November 4 Note , Company Holder Maturity Date ‎Article 3 Subject to the terms and conditions of this Convertible Note (the “ Subscription Agreement The following is a statement of the rights of the Holder of the Note and the terms and conditions to which the Note is subject, and to which the] [NOTE PURCHASE AGREEMENT By and Between IDG Alternative Global Limited And IDG MAXIMUM FINANCIAL LIMITED Dated as of October 29, 2015 TABLE OF CONTENTS Article I DEFINITIONS 3 Section 1.1 Certain Definitions. For purposes of this Agreement 3 Section 1.2 Other Defined Terms 4 Section 1.3 Interpretation and Rules of Construction 5 Article II CLOSING AND DELIVERY 5 Section 2.1] [SENIOR NOTE IDG ALTERNATIVE GLOBAL LIMITED NOTE SENIOR NOTE (this “ US$26,230,000 Issue Date November 2, 2015 (the “ Borrower Holder Principal FOR VALUE RECEIVED, IDG ALTERNATIVE GLOBAL LIMITED, a company incorporated under the laws of the British Virgin Islands, whose registered office is at P.O. Box 957, Offshore Incorporations Centre, Road Town, Tortola, British Virgin Islands (the “ Note] [EXECUTION VERSION SUPPLEMENTAL AGREEMENT Agreement Listco IDG Alternative Lender Parties Party This Supplemental Agreement (this “ Subscription Agreement WHEREAS, Listco and IDG Alternative entered into a subscription agreement dated as of September 17, 2015 (the “ Facility Agreement WHEREAS, IDG Alternative and the Lender entered into a facility agreement dated as of October 28, 2015 (the “ NOW, THEREFORE, in] [EXECUTION VERSION NOTE PURCHASE AGREEMENT By and Between DEANHALE LIMITED And IDG MAXIMUM FINANCIAL LIMITED Dated as of October 29, 2015 TABLE OF CONTENTS Article I DEFINITIONS 5 Section 1.1 Certain Definitions. For purposes of this Agreement 5 Section 1.2 Other Defined Terms 7 Section 1.3 Interpretation and Rules of Construction 8 Article II ISSUANCE OF THE NOTE 8 Section] [EXECUTION VERSION SENIOR SECURED NOTE DEANHALE LIMITED NOTE SENIOR SECURED NOTE (this “ US$88,000,000 Issue Date November 2, 2015 (the “ Borrower Holder Indebtedness FOR VALUE RECEIVED, DEANHALE LIMITED, a company incorporated under the laws of the British Virgin Islands, whose registered office is at P.O. Box 957, Offshore Incorporations Centre, Road Town, Tortola, British Virgin Islands (the “ Note] [HARE SUBSCRIPTION AGREEMENT S Agreement IDG Founder Entity Investors Investor Company THIS SUBSCRIPTION AGREEMENT (this “ SouFun Subscription Agreement Capitalized terms used and not defined herein shall, unless otherwise provided herein, have the meaning ascribed to them under the subscription agreement entered into by and between the Company and SouFun Holdings Limited, a Cayman Islands exempted company with limited liability,] [EXECUTION VERSION SHAREHOLDERS AGREEMENT by and among IDG MAXIMUM FINANCIAL LIMITED, VINCENT TIANQUAN MO, DEANHALE LIMITED, and IDG ALTERNATIVE GLOBAL LIMITED Dated as of November 2, 2015 table of contentS Article I DEFINITIONS 2 1.1 Certain Definitions 2 1.2 Other Defined Terms 5 1.3 Interpretation and Rules of Construction 6 Article II CORPORATE GOVERNANCE MATTERS 6 2.1 Composition of the] [EXECUTION VERSION DATED November 2, 2015 (1) DEANHALE LIMITED (2) IDG MAXIMUM FINANCIAL LIMITED EQUITABLE Share MORTGAGE This Share Mortgage shall become effective only on the Effective Date (as defined herein) TABLE OF CONTENTS CLAUSE PAGE 1. definitions and Interpretation 1 2. 4 3. Covenant TO PAY 6 4. Security 7 5. rights in respect of Mortgaged Property 9 6.] [EXECUTION VERSION SUBSCRIPTION AGREEMENT dated as of November 9, 2015 by and between SOUFUN HOLDINGS LIMITED And IDG-Accel China Capital L.P. TABLE OF CONTENTS Page Article I DEFINITIONS AND INTERPRETATION 1 Section 1.1 Definitions 1 Section 1.2 Interpretation and Rules of Construction 7 Article II PURCHASE AND SALE OF SECURITIES 8 Section 2.1 Sale and Issuance of the Purchased Shares] [EXECUTION VERSION SUBSCRIPTION AGREEMENT dated as of November 9, 2015 by and between SOUFUN HOLDINGS LIMITED And IDG-Accel China Capital Investors L.P. TABLE OF CONTENTS Page Article I DEFINITIONS AND INTERPRETATION 1 Section 1.1 Definitions 1 Section 1.2 Interpretation and Rules of Construction 7 Article II PURCHASE AND SALE OF SECURITIES 8 Section 2.1 Sale and Issuance of the Purchased] [SUBSCRIPTION AGREEMENT dated as of November 9, 2015 by and between SOUFUN HOLDINGS LIMITED And CHUANG XI CAPITAL HOLDINGS LIMITED TABLE OF CONTENTS Page Article I DEFINITIONS AND INTERPRETATION 1 Section 1.1 Definitions 1 Section 1.2 Interpretation and Rules of Construction 7 Article II PURCHASE AND SALE OF SECURITIES 8 Section 2.1 Sale and Issuance of the Purchased Shares 8] [EXECUTION VERSION NOTE PURCHASE AGREEMENT By and Between KARISTONE LIMITED And IDG-ACCEL CHINA CAPITAL L.P. Dated as of November 9, 2015 TABLE OF CONTENTS Article I DEFINITIONS 3 Section 1.1 Certain Definitions. For purposes of this Agreement 3 Section 1.2 Other Defined Terms 6 Section 1.3 Interpretation and Rules of Construction 7 Article II ISSUANCE OF THE NOTE 7 Section] [NOTE PURCHASE AGREEMENT By and Between KARISTONE LIMITED And IDG-ACCEL CHINA CAPITAL INVESTORS L.P. Dated as of November 9, 2015 TABLE OF CONTENTS Article I DEFINITIONS 3 Section 1.1 Certain Definitions. For purposes of this Agreement 3 Section 1.2 Other Defined Terms 6 Section 1.3 Interpretation and Rules of Construction 7 Article II ISSUANCE OF THE NOTE 7 Section 2.1] [NOTE PURCHASE AGREEMENT By and Between KARISTONE LIMITED And CHUANG XI CAPITAL HOLDINGS LIMITED Dated as of November 9, 2015 TABLE OF CONTENTS Article I DEFINITIONS 3 Section 1.1 Certain Definitions. For purposes of this Agreement 3 Section 1.2 Other Defined Terms 6 Section 1.3 Interpretation and Rules of Construction 7 Article II ISSUANCE OF THE NOTE 7 Section 2.1] [SENIOR SECURED NOTE KARISTONE LIMITED NOTE SENIOR SECURED NOTE (this “ US$5,756,430 Issue Date November 10, 2015 (the “ Borrower Holder Indebtedness FOR VALUE RECEIVED, Karistone Limited, a company incorporated under the laws of the British Virgin Islands, whose registered office is at P.O. Box 957, Offshore Incorporations Centre, Road Town, Tortola, British Virgin Islands (the “ Note Purchase Agreement] [SENIOR SECURED NOTE KARISTONE LIMITED NOTE SENIOR SECURED NOTE (this “ US$265,570 Issue Date November 10, 2015 (the “ Borrower Holder Indebtedness FOR VALUE RECEIVED, Karistone Limited, a company incorporated under the laws of the British Virgin Islands, whose registered office is at P.O. Box 957, Offshore Incorporations Centre, Road Town, Tortola, British Virgin Islands (the “ Note Purchase Agreement] [SENIOR SECURED NOTE KARISTONE LIMITED NOTE SENIOR SECURED NOTE (this “ US$6,022,000 Issue Date November 10, 2015 (the “ Borrower Holder Indebtedness FOR VALUE RECEIVED, Karistone Limited, a company incorporated under the laws of the British Virgin Islands, whose registered office is at P.O. Box 957, Offshore Incorporations Centre, Road Town, Tortola, British Virgin Islands (the “ Note Purchase Agreement] [LISTCO SHARE PLEDGE AGREEMENT Pledgor Lender LISTCO SHARE PLEDGE AGREEMENT dated as of November 10, 2015 between Karistone Limited (the “ Note Purchase Agreement Soufun WHEREAS, prior to crediting any Financial Assets consisting of Equity Interests in SouFun Holdings Limited, an exempted limited liability company duly incorporated and existing under the laws of the Cayman Islands (“ WHEREAS, upon any] [LISTCO SHARE PLEDGE AGREEMENT Pledgor Lender LISTCO SHARE PLEDGE AGREEMENT dated as of November 10, 2015 between Karistone Limited (the “ Note Purchase Agreement Soufun WHEREAS, prior to crediting any Financial Assets consisting of Equity Interests in SouFun Holdings Limited, an exempted limited liability company duly incorporated and existing under the laws of the Cayman Islands (“ WHEREAS, upon any] [LISTCO SHARE PLEDGE AGREEMENT Pledgor Lender LISTCO SHARE PLEDGE AGREEMENT dated as of November 10, 2015 between Karistone Limited (the “ Note Purchase Agreement Soufun WHEREAS, prior to crediting any Financial Assets consisting of Equity Interests in SouFun Holdings Limited, an exempted limited liability company duly incorporated and existing under the laws of the Cayman Islands (“ WHEREAS, upon any] [REGISTRATION RIGHTS AGREEMENT Agreement This Registration Rights Agreement (this “ 1. Listco SouFun Holdings Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands (“ 2. Borrower Karistone Limited, a company incorporated under the laws of the British Virgin Islands (the “ 3. Lender IDG-Accel China Capital L.P., an exempted limited partnership formed under the] [REGISTRATION RIGHTS AGREEMENT Agreement This Registration Rights Agreement (this “ 1. Listco SouFun Holdings Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands (“ 2. Borrower Karistone Limited, a company incorporated under the laws of the British Virgin Islands (the “ 3. Lender IDG-Accel China Capital Investors L.P., an exempted limited partnership formed under] [REGISTRATION RIGHTS AGREEMENT Agreement This Registration Rights Agreement (this “ 1. Listco SouFun Holdings Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands (“ 2. Borrower Karistone Limited, a company incorporated under the laws of the British Virgin Islands (the “ 3. Lender Chuang Xi Capital Holdings Limited, a company incorporated under the laws] []

SFUN [SouFun] SC 13D: JOINT FILING AGREEMENT November 17, 2015 Execution page

[JOINT FILING AGREEMENT November 17, 2015 Execution page follows [ IDG ALTERNATIVE GLOBAL LIMITED Chi Sing Ho Director IDG MAXIMUM FINANCIAL LIMITED Chi Sing Ho Director BLINKMAX LIMITED Dongliang Lin Director] [SUBSCRIPTION AGREEMENT dated as of September 17, 2015 by and between SOUFUN HOLDINGS LIMITED And IDG ALTERNATIVE GLOBAL LIMITED TABLE OF CONTENTS Page Article I DEFINITIONS AND INTERPRETATION 1 Section 1.1 Definitions 1 Section 1.2 Interpretation and Rules of Construction 7 Article II PURCHASE AND SALE OF SECURITIES 8 Section 2.1 Sale and Issuance of the Purchased Securities 8 Section] [SUBSCRIPTION AGREEMENT SUPPLEMENT Agreement Listco IDG Alternative Parties Party This Subscription Agreement Supplement (this “ Subscription Agreement WHEREAS, Listco and IDG Alternative entered into a subscription agreement dated as of September 17, 2015 (the “ NOW, THEREFORE, in consideration of the mutual promises hereinafter set forth, and other good and valuable consideration, the receipt and sufficiency of which are hereby] [To: SouFun Holdings Limited F9M, Building 5, Zone 4, Hanwei International Plaza No. 186 South 4th Ring Road Fengtai District, Beijing 100160 The People’s Republic of China November 4, 2015 Waiver of Execution and Delivery of Registration Rights Agreement Re: Ladies and Gentlemen: Subscription Agreement Company Purchaser Letter Agreement In consideration of the mutual agreements set forth herein, the parties] [CONVERTIBLE NOTE CONVERTIBLE NOTE US$200,000,000 , 2015 November 4 Note , Company Holder Maturity Date ‎Article 3 Subject to the terms and conditions of this Convertible Note (the “ Subscription Agreement The following is a statement of the rights of the Holder of the Note and the terms and conditions to which the Note is subject, and to which the] [NOTE PURCHASE AGREEMENT By and Between IDG Alternative Global Limited And IDG MAXIMUM FINANCIAL LIMITED Dated as of October 29, 2015 TABLE OF CONTENTS Article I DEFINITIONS 3 Section 1.1 Certain Definitions. For purposes of this Agreement 3 Section 1.2 Other Defined Terms 4 Section 1.3 Interpretation and Rules of Construction 5 Article II CLOSING AND DELIVERY 5 Section 2.1] [SENIOR NOTE IDG ALTERNATIVE GLOBAL LIMITED NOTE SENIOR NOTE (this “ US$26,230,000 Issue Date November 2, 2015 (the “ Borrower Holder Principal FOR VALUE RECEIVED, IDG ALTERNATIVE GLOBAL LIMITED, a company incorporated under the laws of the British Virgin Islands, whose registered office is at P.O. Box 957, Offshore Incorporations Centre, Road Town, Tortola, British Virgin Islands (the “ Note] [EXECUTION VERSION SUPPLEMENTAL AGREEMENT Agreement Listco IDG Alternative Lender Parties Party This Supplemental Agreement (this “ Subscription Agreement WHEREAS, Listco and IDG Alternative entered into a subscription agreement dated as of September 17, 2015 (the “ Facility Agreement WHEREAS, IDG Alternative and the Lender entered into a facility agreement dated as of October 28, 2015 (the “ NOW, THEREFORE, in] [EXECUTION VERSION NOTE PURCHASE AGREEMENT By and Between DEANHALE LIMITED And IDG MAXIMUM FINANCIAL LIMITED Dated as of October 29, 2015 TABLE OF CONTENTS Article I DEFINITIONS 5 Section 1.1 Certain Definitions. For purposes of this Agreement 5 Section 1.2 Other Defined Terms 7 Section 1.3 Interpretation and Rules of Construction 8 Article II ISSUANCE OF THE NOTE 8 Section] [EXECUTION VERSION SENIOR SECURED NOTE DEANHALE LIMITED NOTE SENIOR SECURED NOTE (this “ US$88,000,000 Issue Date November 2, 2015 (the “ Borrower Holder Indebtedness FOR VALUE RECEIVED, DEANHALE LIMITED, a company incorporated under the laws of the British Virgin Islands, whose registered office is at P.O. Box 957, Offshore Incorporations Centre, Road Town, Tortola, British Virgin Islands (the “ Note] [HARE SUBSCRIPTION AGREEMENT S Agreement IDG Founder Entity Investors Investor Company THIS SUBSCRIPTION AGREEMENT (this “ SouFun Subscription Agreement Capitalized terms used and not defined herein shall, unless otherwise provided herein, have the meaning ascribed to them under the subscription agreement entered into by and between the Company and SouFun Holdings Limited, a Cayman Islands exempted company with limited liability,] [EXECUTION VERSION SHAREHOLDERS AGREEMENT by and among IDG MAXIMUM FINANCIAL LIMITED, VINCENT TIANQUAN MO, DEANHALE LIMITED, and IDG ALTERNATIVE GLOBAL LIMITED Dated as of November 2, 2015 table of contentS Article I DEFINITIONS 2 1.1 Certain Definitions 2 1.2 Other Defined Terms 5 1.3 Interpretation and Rules of Construction 6 Article II CORPORATE GOVERNANCE MATTERS 6 2.1 Composition of the] [EXECUTION VERSION DATED November 2, 2015 (1) DEANHALE LIMITED (2) IDG MAXIMUM FINANCIAL LIMITED EQUITABLE Share MORTGAGE This Share Mortgage shall become effective only on the Effective Date (as defined herein) TABLE OF CONTENTS CLAUSE PAGE 1. definitions and Interpretation 1 2. 4 3. Covenant TO PAY 6 4. Security 7 5. rights in respect of Mortgaged Property 9 6.] [EXECUTION VERSION SUBSCRIPTION AGREEMENT dated as of November 9, 2015 by and between SOUFUN HOLDINGS LIMITED And IDG-Accel China Capital L.P. TABLE OF CONTENTS Page Article I DEFINITIONS AND INTERPRETATION 1 Section 1.1 Definitions 1 Section 1.2 Interpretation and Rules of Construction 7 Article II PURCHASE AND SALE OF SECURITIES 8 Section 2.1 Sale and Issuance of the Purchased Shares] [EXECUTION VERSION SUBSCRIPTION AGREEMENT dated as of November 9, 2015 by and between SOUFUN HOLDINGS LIMITED And IDG-Accel China Capital Investors L.P. TABLE OF CONTENTS Page Article I DEFINITIONS AND INTERPRETATION 1 Section 1.1 Definitions 1 Section 1.2 Interpretation and Rules of Construction 7 Article II PURCHASE AND SALE OF SECURITIES 8 Section 2.1 Sale and Issuance of the Purchased] [SUBSCRIPTION AGREEMENT dated as of November 9, 2015 by and between SOUFUN HOLDINGS LIMITED And CHUANG XI CAPITAL HOLDINGS LIMITED TABLE OF CONTENTS Page Article I DEFINITIONS AND INTERPRETATION 1 Section 1.1 Definitions 1 Section 1.2 Interpretation and Rules of Construction 7 Article II PURCHASE AND SALE OF SECURITIES 8 Section 2.1 Sale and Issuance of the Purchased Shares 8] [EXECUTION VERSION NOTE PURCHASE AGREEMENT By and Between KARISTONE LIMITED And IDG-ACCEL CHINA CAPITAL L.P. Dated as of November 9, 2015 TABLE OF CONTENTS Article I DEFINITIONS 3 Section 1.1 Certain Definitions. For purposes of this Agreement 3 Section 1.2 Other Defined Terms 6 Section 1.3 Interpretation and Rules of Construction 7 Article II ISSUANCE OF THE NOTE 7 Section] [NOTE PURCHASE AGREEMENT By and Between KARISTONE LIMITED And IDG-ACCEL CHINA CAPITAL INVESTORS L.P. Dated as of November 9, 2015 TABLE OF CONTENTS Article I DEFINITIONS 3 Section 1.1 Certain Definitions. For purposes of this Agreement 3 Section 1.2 Other Defined Terms 6 Section 1.3 Interpretation and Rules of Construction 7 Article II ISSUANCE OF THE NOTE 7 Section 2.1] [NOTE PURCHASE AGREEMENT By and Between KARISTONE LIMITED And CHUANG XI CAPITAL HOLDINGS LIMITED Dated as of November 9, 2015 TABLE OF CONTENTS Article I DEFINITIONS 3 Section 1.1 Certain Definitions. For purposes of this Agreement 3 Section 1.2 Other Defined Terms 6 Section 1.3 Interpretation and Rules of Construction 7 Article II ISSUANCE OF THE NOTE 7 Section 2.1] [SENIOR SECURED NOTE KARISTONE LIMITED NOTE SENIOR SECURED NOTE (this “ US$5,756,430 Issue Date November 10, 2015 (the “ Borrower Holder Indebtedness FOR VALUE RECEIVED, Karistone Limited, a company incorporated under the laws of the British Virgin Islands, whose registered office is at P.O. Box 957, Offshore Incorporations Centre, Road Town, Tortola, British Virgin Islands (the “ Note Purchase Agreement] [SENIOR SECURED NOTE KARISTONE LIMITED NOTE SENIOR SECURED NOTE (this “ US$265,570 Issue Date November 10, 2015 (the “ Borrower Holder Indebtedness FOR VALUE RECEIVED, Karistone Limited, a company incorporated under the laws of the British Virgin Islands, whose registered office is at P.O. Box 957, Offshore Incorporations Centre, Road Town, Tortola, British Virgin Islands (the “ Note Purchase Agreement] [SENIOR SECURED NOTE KARISTONE LIMITED NOTE SENIOR SECURED NOTE (this “ US$6,022,000 Issue Date November 10, 2015 (the “ Borrower Holder Indebtedness FOR VALUE RECEIVED, Karistone Limited, a company incorporated under the laws of the British Virgin Islands, whose registered office is at P.O. Box 957, Offshore Incorporations Centre, Road Town, Tortola, British Virgin Islands (the “ Note Purchase Agreement] [LISTCO SHARE PLEDGE AGREEMENT Pledgor Lender LISTCO SHARE PLEDGE AGREEMENT dated as of November 10, 2015 between Karistone Limited (the “ Note Purchase Agreement Soufun WHEREAS, prior to crediting any Financial Assets consisting of Equity Interests in SouFun Holdings Limited, an exempted limited liability company duly incorporated and existing under the laws of the Cayman Islands (“ WHEREAS, upon any] [LISTCO SHARE PLEDGE AGREEMENT Pledgor Lender LISTCO SHARE PLEDGE AGREEMENT dated as of November 10, 2015 between Karistone Limited (the “ Note Purchase Agreement Soufun WHEREAS, prior to crediting any Financial Assets consisting of Equity Interests in SouFun Holdings Limited, an exempted limited liability company duly incorporated and existing under the laws of the Cayman Islands (“ WHEREAS, upon any] [LISTCO SHARE PLEDGE AGREEMENT Pledgor Lender LISTCO SHARE PLEDGE AGREEMENT dated as of November 10, 2015 between Karistone Limited (the “ Note Purchase Agreement Soufun WHEREAS, prior to crediting any Financial Assets consisting of Equity Interests in SouFun Holdings Limited, an exempted limited liability company duly incorporated and existing under the laws of the Cayman Islands (“ WHEREAS, upon any] [REGISTRATION RIGHTS AGREEMENT Agreement This Registration Rights Agreement (this “ 1. Listco SouFun Holdings Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands (“ 2. Borrower Karistone Limited, a company incorporated under the laws of the British Virgin Islands (the “ 3. Lender IDG-Accel China Capital L.P., an exempted limited partnership formed under the] [REGISTRATION RIGHTS AGREEMENT Agreement This Registration Rights Agreement (this “ 1. Listco SouFun Holdings Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands (“ 2. Borrower Karistone Limited, a company incorporated under the laws of the British Virgin Islands (the “ 3. Lender IDG-Accel China Capital Investors L.P., an exempted limited partnership formed under] [REGISTRATION RIGHTS AGREEMENT Agreement This Registration Rights Agreement (this “ 1. Listco SouFun Holdings Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands (“ 2. Borrower Karistone Limited, a company incorporated under the laws of the British Virgin Islands (the “ 3. Lender Chuang Xi Capital Holdings Limited, a company incorporated under the laws] []

SINA [SINA] SC 13D: (Original Filing)

[JOINT FILING AGREEMENT CHARLES CHAO NEW WAVE XXMV LIMITED Charles Chao Director 1] [Execution Version SUBSCRIPTION AGREEMENT Agreement This Subscription Agreement (this “ (1) Company (2) Purchaser Party, Parties The Purchaser and the Company are sometimes each referred to herein as a “ W I T N E S S E T H: WHEREAS Ordinary Shares Securities Act NOW, THEREFORE ARTICLE I PURCHASE AND SALE Section 1.1 Issuance, Sale and Purchase of Ordinary] [EXECUTION VERSION Confidential Information Redacted * November 4 NEW WAVE MMXV LIMITED provided by CREDIT SUISSE AG HONG KONG BRANCH as Lender FACILITY AGREEMENT 18th Floor, One Exchange Square www.lw.com CONTENTS CLAUSE PAGE 1. Definitions and Interpretation 3 2. The Facility 19 3. Purpose 19 4. Conditions of Utilisation 19 5. Utilisation 20 6.] [EXECUTION COPY NOVEMBER 4 DATED (1) NEW WAVE MMXV LIMITED (2) CREDIT SUISSE AG HONG KONG BRANCH EQUITABLE SHARE MORTGAGE IN RESPECT OF SHARES OF SINA CORPORATION THE TAKING OR SENDING BY ANY PERSON OF AN ORIGINAL OF THIS DOCUMENT III WALKERS Walkers (Singapore) Limited Liability Partnership T REF: JSR/RS/JP/C4280-S04726 TABLE OF CONTENTS CLAUSE PAGE 1. DEFINITIONS AND INTERPRETATION 1] [REGISTRATION RIGHTS AGREEMENT between NEW WAVE MMXV LIMITED and SINA CORPORATION Dated as of November 6, 2015 1 REGISTRATION RIGHTS AGREEMENT Agreement New Wave Company REGISTRATION RIGHTS AGREEMENT, dated as of November 6, 2015 (the “ Subscription Agreement Subscription Shares Shares WHEREAS, the Company and Mr. Charles Chao entered into a Subscription Agreement dated June 1, 2015 (the “ Section]

By | 2016-03-11T02:47:36+00:00 November 16th, 2015|Categories: Chinese Stocks, SEC Original, SINA|Tags: , , , , , |0 Comments

SINA [SINA] SC 13D: JOINT FILING AGREEMENT CHARLES CHAO NEW WAVE XXMV

[JOINT FILING AGREEMENT CHARLES CHAO NEW WAVE XXMV LIMITED Charles Chao Director 1] [Execution Version SUBSCRIPTION AGREEMENT Agreement This Subscription Agreement (this “ (1) Company (2) Purchaser Party, Parties The Purchaser and the Company are sometimes each referred to herein as a “ W I T N E S S E T H: WHEREAS Ordinary Shares Securities Act NOW, THEREFORE ARTICLE I PURCHASE AND SALE Section 1.1 Issuance, Sale and Purchase of Ordinary] [EXECUTION VERSION Confidential Information Redacted * November 4 NEW WAVE MMXV LIMITED provided by CREDIT SUISSE AG HONG KONG BRANCH as Lender FACILITY AGREEMENT 18th Floor, One Exchange Square www.lw.com CONTENTS CLAUSE PAGE 1. Definitions and Interpretation 3 2. The Facility 19 3. Purpose 19 4. Conditions of Utilisation 19 5. Utilisation 20 6.] [EXECUTION COPY NOVEMBER 4 DATED (1) NEW WAVE MMXV LIMITED (2) CREDIT SUISSE AG HONG KONG BRANCH EQUITABLE SHARE MORTGAGE IN RESPECT OF SHARES OF SINA CORPORATION THE TAKING OR SENDING BY ANY PERSON OF AN ORIGINAL OF THIS DOCUMENT III WALKERS Walkers (Singapore) Limited Liability Partnership T REF: JSR/RS/JP/C4280-S04726 TABLE OF CONTENTS CLAUSE PAGE 1. DEFINITIONS AND INTERPRETATION 1] [REGISTRATION RIGHTS AGREEMENT between NEW WAVE MMXV LIMITED and SINA CORPORATION Dated as of November 6, 2015 1 REGISTRATION RIGHTS AGREEMENT Agreement New Wave Company REGISTRATION RIGHTS AGREEMENT, dated as of November 6, 2015 (the “ Subscription Agreement Subscription Shares Shares WHEREAS, the Company and Mr. Charles Chao entered into a Subscription Agreement dated June 1, 2015 (the “ Section]

By | 2016-03-11T02:48:23+00:00 November 16th, 2015|Categories: Chinese Stocks, SINA, Webplus ver|Tags: , , , , , |0 Comments

CTRP [CTRIP COM INTERNATIONAL] SC 13D: (Original Filing)

[SHARE EXCHANGE AGREEMENT by and among CTRIP.COM INTERNATIONAL, LTD. BAIDU HOLDINGS LIMITED and BAIDU, INC. Dated as of October 24, 2015 TABLE OF CONTENTS Article I DEFINITIONS 1 Section 1.1 Defined Terms 1 Section 1.2 Interpretation and Rules of Construction 7 Article II SHARE EXCHANGE 7 Section 2.1 Share Exchange 7 Section 2.2 Closing 8 Section 2.3 Closing Deliveries by] []

By | 2016-03-31T08:39:33+00:00 November 5th, 2015|Categories: Chinese Stocks, CTRP, SEC Original|Tags: , , , , , |0 Comments
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