RECITALSAsset Purchase Agreement • June 21st, 2006 • CDC Corp • Services-prepackaged software • New Jersey
EXHIBIT 4.(a).28 AMENDMENT TO SHARE PURCHASE AGREEMENT This Amendment to the SHARE PURCHASE AGREEMENT is dated as of February 10, 2003,and is made by and among CDC AUSTRALIA LIMITED, a company organized and existing under the laws of the British...Share Purchase Agreement • May 7th, 2004 • Chinadotcom Corp • Services-prepackaged software
EXHIBIT 1.1 JOINT FILING AGREEMENT This Joint Filing Agreement (this "Agreement") is made as of October 6, 2006 among Asia Pacific Online Limited, a corporation organized under the laws of the Cayman Islands, Mr. Peter Yip and Ms. Nicola Chu Ming Nga...Joint Filing Agreement • October 11th, 2006 • CDC Corp • Services-prepackaged software
STOCK PURCHASE AGREEMENTStock Purchase Agreement • June 21st, 2006 • CDC Corp • Services-prepackaged software • New York
TERMINATION AND RELEASE AGREEMENTTermination and Release Agreement • June 21st, 2006 • CDC Corp • Services-prepackaged software • Hong Kong
SHARE PURCHASE AGREEMENTShare Purchase Agreement • May 7th, 2004 • Chinadotcom Corp • Services-prepackaged software • Victoria
Exhibit 4.(a).30 AMENDMENT TO STOCK PURCHASE AGREEMENT THIS AMENDMENT, dated as of April 17, 2006 (this "Amendment"), to the Stock Purchase Agreement dated as of April 12, 2006 (the "Agreement"), by and among ROSS SYSTEMS, INC., a company organized...Stock Purchase Agreement • June 21st, 2006 • CDC Corp • Services-prepackaged software • New York
EXHIBIT B TO THE NOTE PURCHASE AGREEMENT THIS SENIOR EXCHANGEABLE CONVERTIBLE NOTE (THIS "NOTE") AND THE SECURITIES ISSUABLE UPON EXCHANGE OR CONVERSION OF THIS NOTE HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE...Note Purchase Agreement • November 13th, 2006 • CDC Corp • Services-prepackaged software • New York
Palmweb Inc.Share Purchase Agreement • January 21st, 2004 • Chinadotcom Corp • Services-prepackaged software • Hong Kong
EXECUTION VERSION NOTE PURCHASE AGREEMENT THIS NOTE PURCHASE AGREEMENT (this "AGREEMENT"), dated as of November 10, 2006, is by and between CDC Corporation, a corporation organized under the laws of the Cayman Islands (the "COMPANY") and each investor...Note Purchase Agreement • November 13th, 2006 • CDC Corp • Services-prepackaged software • New York
amongShare Purchase Agreement • June 21st, 2006 • CDC Corp • Services-prepackaged software • Hong Kong
AmongShare Purchase Agreement • June 30th, 2005 • CDC Corp • Services-prepackaged software • Hong Kong
MERGER AGREEMENT BY AND AMONG AND AND CATALYST INTERNATIONAL, INC. AND THE STOCKHOLDERS OF CATALYST September 4, 2007Merger Agreement • June 30th, 2008 • CDC Corp • Services-prepackaged software • Delaware
This MERGER AGREEMENT (this “Agreement”) is made and entered into as of September 4, 2007 by and among CDC Software Corporation (“Buyer”), C I Acquisition Corporation, a Delaware corporation (“Merger Subsidiary” or “Merger Sub”), Catalyst International, Inc, a Delaware corporation (the “Company”) and the stockholders of the Company listed on Schedule A attached hereto (collectively the “Stockholders”).
SUPPLEMENTARY AGREEMENT RELATING TO SHARE PURCHASE AGREEMENT This SUPPLEMENTARY AGREEMENT RELATING TO SHARE PURCHASE AGREEMENT (this "Agreement") is dated as of June 29, 2005, and is made by and among CDC Mobile Media Corporation, a company organized...Supplementary Agreement • June 21st, 2006 • CDC Corp • Services-prepackaged software
ROSS SYSTEMS INC as Purchaser ADVANTAGE GROWTH FUND JOHN CAINES SIOBHAN SUTCLIFFE MARK SUTCLIFFE ROB ARCHER ROBIN WIGHT STEVE MASSEY ALISTAIR NORMAN RICHARD TESTER ROY THOMAS JOHN CLEMENT RICHARD CRAIG PHIL HIGNETT COLIN DOWNES DAN SAUNDERS ROBIN WEST...Stock Purchase Agreement • July 2nd, 2007 • CDC Corp • Services-prepackaged software
This STOCK PURCHASE AGREEMENT dated as of October 6, 2006, is made by and among ROSS SYSTEMS INC, a company organized and existing under the laws of Delaware (the “Purchaser”); and the ADVANTAGE GROWTH FUND registered in England and Wales as a limited partnership with registered number LP8457 whose principal place of business is at 37 Bennetts Hill, Birmingham, B2 5SN, UK (“AGF”), acting by its general partner, Advantage Growth Fund (General Partner) Limited, MR. JOHN CAINES having an address of 1 Charlton Park Gate, Cheltenham, GL53 7DJ, UK, MR. MARK SUTCLIFFE having an address of Apartment 103, New Hampton Lofts, 99 Branston Street, Birmingham, B18 6BG, UK, MRS. SIOBHAN SUTCLIFFE having an address of Apartment 103, New Hampton Lofts, 99 Branston Street, Birmingham, B18 6BG, UK, MR. ROBERT ARCHER having an address of 446 Quinton Road West, Quinton, Birmingham, B32 1QG, UK, MR. ROBIN WIGHT having an address of 2 Sidney Drive, Kingsley Holt, Stoke on Trent, ST10 2BH, UK, MR. STEVEN MASS
AND PETER YIPOption Transfer Agreement • October 11th, 2006 • CDC Corp • Services-prepackaged software • Hong Kong
STOCKHOLDER AGREEMENTStockholder Agreement • September 15th, 2003 • Chinadotcom Corp • Services-prepackaged software • Delaware
STOCKHOLDER AGREEMENT (this “Agreement”), dated as of September 4, 2003, by and between chinadotcom corporation, a company organized under the laws of the Cayman Islands (“Parent”), and Robert B. Webster (“Stockholder”).
ANDEquity Exchange Agreement • November 27th, 2000 • Chinadotcom Corp • Services-prepackaged software • New York
EXHIBIT 10.4 1 - Monternet SMS Cooperation Agreement Contract No. Date of signing: Beijing Mobile Co. Ltd. (hereinafter referred to as "Party A"), (with the legal representative being Sha Yuejia and legal address at 58 Dong Zhong Jie, Dongcheng...Chinadotcom Corp • January 21st, 2004 • Services-prepackaged software
SHARE PURCHASE AGREEMENTShare Purchase Agreement • July 2nd, 2007 • CDC Corp • Services-prepackaged software • England
This SHARE PURCHASE AGREEMENT (the “Agreement”) dated as of February 16, 2007, is made by and among ROSS SYSTEMS, INC., a company organized and existing under the laws of the State of Delaware (the “Purchaser”); CDC SOFTWARE CORPORATION a company organised and existing under the laws of the Cayman Islands (the “Guarantor”) and 3I GROUP PLC registered in England and Wales as a limited partnership with registered number of 01142830 having a registered address of 16 Palace Street, London SW1E 5JD (“3i”), THE PARKMEAD GROUP PLC, registered in England and Wales as a limited partnership with registered number of 03914068 having a registered address of 22-23 Old Burlington Street, London W1X 1RL (“Parkmead”), MR. JAMES HEAVEY having an address of 21 Brockwell, Oakley, Bedford MK43 7TD, MR. CATHAL NAUGHTON having an address of 20 Bridge Walk, Beechwood Gardens, Deanshanger, Northants MK19 6LD and MR. MICHAEL BREARE having an address of 10 Bedford Road, Wootton, Bedfordshire MK43 9JT (collectiv
FIRST AMENDMENT TO CREDIT AGREEMENTCredit Agreement • November 8th, 2010 • CDC Corp • Services-prepackaged software • New York
FIRST AMENDMENT, dated as of October 27, 2010 (this “Amendment”), to the Credit Agreement, dated as of April 27, 2010 (the “Credit Agreement”), by and among the lenders identified on the signature pages thereof (such lenders, together with their respective successors and permitted assigns, are referred to hereinafter each individually as a “Lender” and collectively as the “Lenders”), WELLS FARGO CAPITAL FINANCE, LLC, a Delaware limited liability company, as agent for the Lenders (in such capacity, together with its successors and assigns in such capacity, “Agent”), CDC SOFTWARE CORPORATION, an exempted company incorporated under the laws of the Cayman Islands (“Parent”), and ROSS SYSTEMS, INC., a Delaware corporation (“Borrower”).
EXECUTIVE SERVICES AGREEMENTExecutive Services Agreement • May 20th, 2010 • CDC Corp • Services-prepackaged software • Hong Kong
THIS EXECUTIVE SERVICES AGREEMENT (the “Agreement”) is made effective as of January 1, 2010 (“Effective Date”) between CDC Corporation, located at 11/F ING Tower, 308 Des Voeux Road, Hong Kong, and Asia Pacific On-Line Ltd. located at Scotia Centre, 4th Floor, P.O. Box 2804, George Town, Grand Cayman KY1-1112, Cayman Islands (“APOL”). The Company and APOL are collectively referred to as the “Parties” and each, a “Party”.
AND ASIA PACIFIC ONLINE LIMITED AMENDED AND RESTATED EXECUTIVE SERVICES (CEO) AGREEMENT ________________________________________Executive Services • January 16th, 2009 • CDC Corp • Services-prepackaged software • Hong Kong
THIS AMENDED AND RESTATED EXECUTIVE SERVICES (CEO) AGREEMENT (“Agreement”) effective as of December 19, 2008 (“Effective Date”) between CDC Corporation Limited located at 33/F Citicorp Centre, 18 Whitfield Road, Causeway Bay, Hong Kong (the “Company”) and Asia Pacific Online Limited located at Suite 3302, 33/F., Hopewell Centre, 183 Queen’s Road East, Wanchai, Hong Kong (“APOL”). The Company and APOL are collectively referred to as the “Parties” and each, a “Party”.
ROSS SYSTEMS INC as Purchaser ADVANTAGE GROWTH FUND JOHN CAINES SIOBHAN SUTCLIFFE MARK SUTCLIFFE ROB ARCHER ROBIN WIGHT STEVE MASSEY ALISTAIR NORMAN RICHARD TESTER ROY THOMAS JOHN CLEMENT RICHARD CRAIG PHIL HIGNETT COLIN DOWNES DAN SAUNDERS ROBIN WEST...Addendum to Stock Purchase Agreement • June 30th, 2009 • CDC Corp • Services-prepackaged software
This ADDENDUM TO THE STOCK PURCHASE AGREEMENT dated as of September , 2008, amends the Stock Purchase Agreement dated October 6, 2006 and is made by and among ROSS SYSTEMS INC, a company organized and existing under the laws of Delaware (the “Purchaser”); and the ADVANTAGE GROWTH FUND LP registered in England and Wales as a limited partnership with registered number LP8457 whose principal place of business is at Cavendish House 39-41 Waterloo Street Birmingham B2 5PP (“AGF”), acting by its general partner, Advantage Growth Fund (General Partner) Limited, MR. JOHN CAINES having an address of 1 Charlton Park Gate, Cheltenham, GL53 7DJ, UK, MR. MARK SUTCLIFFE having an address of 2550 Flamingo Drive Miami Beach Florida 33140 USA , MRS. SIOBHAN SUTCLIFFE having an address of 2550 Flamingo Drive Miami Beach Florida 33140 USA MR. ROBERT ARCHER having an address of 446 Quinton Road West, Quinton, Birmingham, B32 1QG, UK, MR. ROBIN WIGHT having an address of Owlsclough Famr Cotton Dell Oakamoo
MASTER FRAMEWORK AGREEMENT By and Among Bonarich Enterprises Ltd CDC Corporation and CDC Games Holdings LimitedMaster Framework Agreement • June 30th, 2008 • CDC Corp • Services-prepackaged software • Hong Kong
This MASTER FRAMEWORK AGREEMENT, dated as of June 29, 2007, is made by and among CDC Games Holdings Limited, a company organized and existing under the laws of the British Virgin Islands (the “Purchaser”); Bonarich Enterprises Ltd, a company organized and existing under the laws of the British Virgin Islands (the “Seller”); and CDC Corporation, all of whom may be collectively referred to herein as the “Parties” or individually as a “Party”.
FORM OF DEED OF INDEMNITY – DIRECTORS/OFFICERSCDC Corp • June 30th, 2010 • Services-prepackaged software • Hong Kong
THIS DEED is made and entered into on by and between CDC Corporation, an exempted company with limited liability under the laws of the Cayman Islands (the “Corporation”), and (the “Indemnitee”).
LETTER AGREEMENTLetter Agreement • June 30th, 2008 • CDC Corp • Services-prepackaged software • New York
Reference is hereby made to (i) the Promissory Note (the “Note”) dated as of November 14, 2003 pursuant to which Symphony Technology II-A, L.P., a Delaware limited partnership (“Symphony”), promised to pay to the order of Cayman First Tier, a Cayman Islands exempted company incorporated with limited liability (“Cayman First Tier”), the principal amount of US525,000,000 in accordance with the terms of the Note and (ii) the Share Pledge Agreement (the “Pledge Agreement”) dated as of November 14, 2003 by Symphony in favor of chinadotcom Capital Limited, a British Virgin Islands company (“CDC”). Capitalized terms not otherwise defined herein shall have the meanings set forth in the Note.
DATED 1 August, 2007 ASSETS PURCHASE AGREEMENT By and Among ION GLOBAL (CALIFORNIA), INC. and MOLECULAR, INC. Jones Day Solicitors and International LawyersAssets Purchase Agreement • June 30th, 2008 • CDC Corp • Services-prepackaged software • Delaware
ADDENDUM NO. 1 TO STOCK PURCHASE AGREEMENTStock Purchase Agreement • July 2nd, 2007 • CDC Corp • Services-prepackaged software • Oregon
This ADDENDUM NO. 1 TO STOCK PURCHASE AGREEMENT is dated as of March 13, 2007 and is made by and among CDC Business Solutions Corporation, a company organized and existing under the laws of the state of Delaware (the “Purchaser”); DB Professionals, Inc., a company organized and existing under the laws of the state of Oregon (the “Company”); and Mr. Shankar Viswanathan having an address of 3725 N.W. Banff Drive, Portland, OR 97229 and Ms. Prabha Ananthanarayana having an address of 3725 N.W. Banff Drive, Portland, OR 97229 (collectively, the “Sellers”), all of whom may be collectively referred to herein as the “Parties” or individually as a “Party”.
ADDENDUM NO. 2 TO SERVICES AGREEMENTServices Agreement • December 23rd, 2010 • CDC Corp • Services-prepackaged software • New York
THIS ADDENDUM NO. 2 to SERVICES AGREEMENT (this “Addendum No. 2”) is made effective as of October 1, 2010, by and between CDC Software Corporation, a company organized under the laws of the Cayman Islands (“CDC Software”), and CDC Corporation, a company organized under the laws of the Cayman Islands (“Parent”).
WITNESSETH:Transition and Stock Vesting Agreement • October 6th, 2003 • Chinadotcom Corp • Services-prepackaged software • New York
SETTLEMENT AGREEMENTSettlement Agreement • January 9th, 2013 • CDC Corp • Services-prepackaged software • New York
THIS SETTLEMENT AGREEMENT (the “Agreement”) is made and entered into as of the 18th day of December, 2012, by and among: (1) CDC Corporation, as debtor and debtor-in-possession (“CDC” or “Debtor”) and the Official Committee of Equity Security Holders of Debtor CDC Corporation (“Committee”) (together, the “Debtor Parties”); (2) CDC Software Corporation (“CDC Software”); and (3) Wong Chung Kiu (a.k.a. C.K. Wong) (“C.K. Wong”), Yip Hak Yung (a.k.a. Peter Yip) (“Yip”), Asia Pacific Online Limited (a.k.a. Asia Pacific On-line Limited) (“APOL”), Ch’ien Kuo Fung (a.k.a. Raymond Ch’ien) (“Ch’ien”), Francis Kwok-Yu Au (“Au”), Donald L. Novajosky (“Novajosky”), Monish Bahl (“Bahl”), Thomas M. Britt III (“Britt”), Wong Kwong Chi (a.k.a. Simon Wong) (“S. Wong”), and Wang Cheung Yue (a.k.a. Fred Wang) (“Wang”) (collectively, the “NY Defendant Parties”), each of which is a “Party” and all together are the “Parties.”)
SENIOR EXCHANGEABLE CONVERTIBLE NOTE PURCHASE AGREEMENTSenior Exchangeable Convertible Note Purchase Agreement • June 30th, 2009 • CDC Corp • Services-prepackaged software • New York
This SENIOR EXCHANGEABLE CONVERTIBLE NOTE PURCHASE AGREEMENT (this “Agreement”) dated as of April 16. 2009 is made by and between CDC DELAWARE CORP., a Delaware corporation (“Buyer”) that is a wholly-owned subsidiary of CDC CORPORATION, a company organized and existing under the laws of the Cayman Islands (the “Company”), and EVOLUTION CDC SPV LTD., a Cayman corporation (“Seller”).
AmongShare Purchase Agreement • June 21st, 2006 • CDC Corp • Services-prepackaged software • Hong Kong
FOURTH AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • May 17th, 2004 • Chinadotcom Corp • Services-prepackaged software • Delaware
THIS FOURTH AMENDMENT, dated as of May 12, 2004 (this “Amendment”), to the Agreement and Plan of Merger, dated as of September 4, 2003 and amended as of October 3, 2003, January 7, 2004 and April 29, 2004 (the “Merger Agreement”), by and among CHINADOTCOM CORPORATION, a company organized under the laws of the Cayman Islands (“Parent”), CDC SOFTWARE HOLDINGS, INC., a Delaware corporation and a wholly owned subsidiary of Parent (“Merger Sub”), and ROSS SYSTEMS, INC., a Delaware corporation (the “Company”). Capitalized terms used but not defined herein have the meanings assigned to such terms in the Merger Agreement.
