Focus Media Holding LTD Sample Contracts

AMONG
Share Purchase Agreement • October 24th, 2007 • Focus Media Holding LTD • Services-advertising agencies • Hong Kong
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LOAN AGREEMENT
Loan Agreement • October 24th, 2007 • Focus Media Holding LTD • Services-advertising agencies • Hong Kong
AGREEMENT
Shareholder Agreement • June 14th, 2005 • Focus Media Holding LTD
RECITALS
Non-Competition Agreement • October 24th, 2007 • Focus Media Holding LTD • Services-advertising agencies • New York
LOAN AGREEMENT BY AND BETWEEN
Loan Agreement • October 24th, 2007 • Focus Media Holding LTD • Services-advertising agencies
BY AND AMONG
Trademark License Agreement • October 24th, 2007 • Focus Media Holding LTD • Services-advertising agencies
AMONG
Share Purchase Agreement • October 24th, 2007 • Focus Media Holding LTD • Services-advertising agencies • New York
BY AND AMONG JIMMY WEI YU
Loan Agreement • June 14th, 2005 • Focus Media Holding LTD
COOPERATION AGREEMENT
Cooperation Agreement • October 24th, 2007 • Focus Media Holding LTD • Services-advertising agencies
RECITALS
Shareholder Agreements • June 14th, 2005 • Focus Media Holding LTD • New York
AMONG
Share Purchase Agreement • September 18th, 2006 • Focus Media Holding LTD • Services-advertising agencies • Hong Kong
EXHIBIT 10.31 CONFIDENTIAL TECHNOLOGY TRANSFER AGREEMENT
Technology Transfer Agreement • October 24th, 2007 • Focus Media Holding LTD • Services-advertising agencies
AMONG LEI LIU YONG SHI
Call Option Agreement • October 24th, 2007 • Focus Media Holding LTD • Services-advertising agencies
PROXY AGREEMENT AMONG LEI LIU YONG SHI
Proxy Agreement • October 24th, 2007 • Focus Media Holding LTD • Services-advertising agencies
EXHIBIT 10.23 ASSET TRANSFER AGREEMENT
Asset Transfer Agreement • October 24th, 2007 • Focus Media Holding LTD • Services-advertising agencies
RECITALS
Tax Indemnity Agreement • June 14th, 2005 • Focus Media Holding LTD • New York
Loan Agreement
Loan Agreement • October 24th, 2007 • Focus Media Holding LTD • Services-advertising agencies
Equity Interests Pledge Agreement
Equity Interests Pledge Agreement • October 24th, 2007 • Focus Media Holding LTD • Services-advertising agencies

This Equity Interests Pledge Agreement is entered into on the day of November 30, 2004 in Shanghai by and between the following parties:

EARNOUT AGREEMENT
Earnout Agreement • June 14th, 2005 • Focus Media Holding LTD • New York
EXHIBIT 10.25 CONFIDENTIAL EQUITY PLEDGE AGREEMENT
Equity Pledge Agreement • October 24th, 2007 • Focus Media Holding LTD • Services-advertising agencies
SHAREHOLDERS' VOTING RIGHTS PROXY AGREEMENT AMONG
Shareholders' Voting Rights Proxy Agreement • October 24th, 2007 • Focus Media Holding LTD • Services-advertising agencies
Exclusive Service Agreement
Exclusive Service Agreement • October 24th, 2007 • Focus Media Holding LTD • Services-advertising agencies
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Call Option Agreement New Focus Advertising Agency Acknowledgement Letter
Call Option Agreement • June 2nd, 2006 • Focus Media Holding LTD • Services-advertising agencies
LIMITED GUARANTEE
Limited Guarantee • January 18th, 2013 • Focus Media Holding LTD • Services-advertising agencies • New York

LIMITED GUARANTEE, dated as of December 19, 2012 (this “Limited Guarantee”), by CITIC Capital MB Investment Limited (the “Guarantor”) in favor of Focus Media Holding Limited (the “Guaranteed Party”).

AMERICAN DEPOSITARY SHARES REPRESENTING ORDINARY SHARES (PAR VALUE US$0.00005 PER SHARE)
Underwriting Agreement • November 1st, 2007 • Focus Media Holding LTD • Services-advertising agencies • New York
ASSET TRANSFER AGREEMENT among Shanghai Huxin Advertisement Co., Ltd New Allyes Information Technology (Shanghai) Co., Ltd. Suyang Zhang And Hailong Zhu
Asset Transfer Agreement • October 24th, 2007 • Focus Media Holding LTD • Services-advertising agencies

This ASSET TRANSFER AGREEMENT (this “Agreement”), dated as of November 30, 2004, is entered into by and between the following parties:

DEPOSIT AGREEMENT
Deposit Agreement • July 11th, 2005 • Focus Media Holding LTD • Services-advertising agencies • New York
BY AND AMONG
Business Cooperation Agreement • October 24th, 2007 • Focus Media Holding LTD • Services-advertising agencies
ACKNOWLEDGEMENT LETTER FOR PARTICIPATION OF EQUITY PLEDGE AGREEMENT
Equity Pledge Agreement • June 2nd, 2006 • Focus Media Holding LTD • Services-advertising agencies
TRUST AGREEMENT BY AND BETWEEN
Trust Agreement • October 24th, 2007 • Focus Media Holding LTD • Services-advertising agencies
DEPOSIT AGREEMENT ------------------------------------------------------------- ------------------- by and among
Deposit Agreement • April 2nd, 2007 • Focus Media Holding LTD • Services-advertising agencies • New York
AMERICAN DEPOSITARY SHARES REPRESENTING * ORDINARY SHARES (PAR VALUE US$0.00005 PER SHARE)
Underwriting Agreement • June 2nd, 2006 • Focus Media Holding LTD • Services-advertising agencies • New York
SECURITIES PURCHASE AGREEMENT dated as of December 30, 2010 by and among VisionChina Media Inc. Focus Media Holding Limited and The Other Investors Named Herein
Securities Purchase Agreement • July 12th, 2011 • Focus Media Holding LTD • Services-advertising agencies • New York

THIS SECURITIES PURCHASE AGREEMENT, dated as of December 30, 2010 (this “Agreement”), is made by and among VisionChina Media Inc., a Cayman Islands company, (the “Company”), Focus Media Holding Limited, a Cayman Islands company (the “Focus Investor”), and the Persons other than the Focus Investor whose names are listed in first column from the left of Schedule I hereto (the “Other Investors”, and each an “Other Investor”). The Focus Investor and the Other Investors are collectively referred to herein as the “Investors”, and each an “Investor”.

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