DEPOSIT AGREEMENT by and among CHINA LODGING GROUP, LIMITED AND CITIBANK, N.A., as Depositary, AND THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES ISSUED HEREUNDER Dated as of [date], 2010Deposit Agreement • March 12th, 2010 • China Lodging Group, LTD • Hotels & motels • New York
DEPOSIT AGREEMENT, dated as of [Date], 2010, by and among (i) CHINA LODGING GROUP, LIMITED, a company incorporated under the laws of the Cayman Islands, and its successors (the “Company”), (ii) CITIBANK, N.A., a national banking association organized under the laws of the United States of America acting in its capacity as depositary, and any successor depositary hereunder (the “Depositary”), and (iii) all Holders and Beneficial Owners of American Depositary Shares issued hereunder (all such capitalized terms as hereinafter defined).
CHINA LODGING GROUP, LIMITED and Wilmington Trust, National Association as Trustee INDENTURE Dated as of November 3, 2017 US$475,000,000 0.375% CONVERTIBLE SENIOR NOTES DUE 2022Indenture • April 20th, 2018 • China Lodging Group, LTD • Hotels & motels • New York
INDENTURE dated as of November 3, 2017, between China Lodging Group, Limited, a Cayman Islands exempted company, as issuer (the “Company”, as more fully set forth in Section 1.01) and Wilmington Trust, National Association, a national banking association, as trustee (the “Trustee”, as more fully set forth in Section 1.01).
CHINA LODGING GROUP, LIMITED FORM OF INDEMNIFICATION AGREEMENTIndemnification Agreement • March 5th, 2010 • China Lodging Group, LTD • New York
This Indemnification Agreement (“Agreement”) is made as of by and between China Lodging Group, Limited, a Cayman Islands company (the “Company”), and _____________________(“Indemnitee”).
DATE: October 26, 2017Base Capped Call Transaction • April 20th, 2018 • China Lodging Group, LTD • Hotels & motels • New York
Dated June 20, 2007 CHINA LODGING GROUP, LIMITED FOUNDERS NAMED IN SCHEDULE 1 WFOES NAMED IN SCHEDULE 2 and INVESTORS NAMED IN SCHEDULE 3 SERIES B PREFERRED SHARE PURCHASE AGREEMENT Relating to CHINA LODGING GROUP, LIMITEDSeries B Preferred Share Purchase Agreement • March 5th, 2010 • China Lodging Group, LTD • Hong Kong
THIS SERIES B PREFERRED SHARES PURCHASE AGREEMENT (this “Agreement”) is made as of this June 20, 2007, by and among China Lodging Group, Limited, a company incorporated in the Cayman Islands as company No. 179930 having its registered office at the office of Offshore Incorporations (Cayman) Limited, Scotia Centre, 4th Floor, P.O. Box 2804, George Town, Grand Cayman, Cayman Islands (the “Company”), each of the persons listed in Schedule 1 attached hereto (each a “Founder” and collectively, the “Founders”), each of the entities listed in Schedule 2 attached hereto (each a “WFOE” and collectively, the “WFOEs”), and each of the investors listed in Schedule 3 attached hereto (each an “Investor” and collectively, the “Investors”).
DATE: October 31, 2017Additional Capped Call Transaction • April 20th, 2018 • China Lodging Group, LTD • Hotels & motels • New York
This Confirmation evidences a complete and binding agreement between Dealer and Counterparty as to the terms of the Transaction to which this Confirmation relates. This Confirmation shall supplement, form a part of, and be subject to an agreement (the “Agreement”) in the form of the ISDA 2002 Master Agreement as if Dealer and Counterparty had executed an agreement in such form (without any Schedule but with the elections set forth in this Confirmation). The Transaction shall be the only transaction under the Agreement.
AMENDED AND RESTATED SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • April 20th, 2016 • China Lodging Group, LTD • Hotels & motels • Hong Kong
THIS SECURITIES PURCHASE AGREEMENT (this “Agreement”), dated as of 14 December, 2014 and amended and restated as of 25 January, 2016, is by and among China Lodging Group, Limited, an exempted company incorporated under the laws of the Cayman Islands having its registered office at Cricket Square, Hutchins Drive, P.O. Box 2681, Grand Cayman KY1-1111, Cayman Islands (the “Company”), and AAPC Hong Kong Limited, a company incorporated under the laws of Hong Kong having its registered office address at Room 803, 8th Floor, AXA Centre, 151, Gloucester Road, Wan Chai, Hong Kong (the “Investor”). Unless otherwise defined, capitalized terms used in this Agreement are defined in clause 11 or in the Master Purchase Agreement (as defined below); references to a “Schedule” are, unless otherwise specified, to a Schedule attached to this Agreement.
INVESTOR AND REGISTRATION RIGHTS AGREEMENTInvestor and Registration Rights Agreement • April 20th, 2016 • China Lodging Group, LTD • Hotels & motels • New York
NOW, THEREFORE, in consideration of the premises set forth above, the mutual promises and covenants set forth herein and other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the Parties agree as follows:
ADS LENDING AGREEMENTLending Agreement • October 31st, 2017 • China Lodging Group, LTD • Hotels & motels • New York
This Agreement sets forth the terms and conditions under which Borrower may borrow from Lender American Depositary Shares (as defined below) representing ordinary shares of Lender.
AMENDED AND RESTATED MASTER PURCHASE AGREEMENT among AAPC Singapore Pte. Ltd., AAPC Hong Kong Limited, and China Lodging Group, Limited Dated as of December 14, 2014 and amended and restated as of January 25, 2016Master Purchase Agreement • April 20th, 2016 • China Lodging Group, LTD • Hotels & motels • Hong Kong
MASTER PURCHASE AGREEMENT, dated as of December 14, 2014 and amended and restated as of January 25, 2016, among AAPC Hong Kong Limited, a limited company organized under the laws of Hong Kong with its registered office at Room 803, 8th Floor, AXA Centre, 151 Gloucester Road, Wan Chai, Hong Kong (the “Seller”), AAPC Singapore Pte. Ltd., a company incorporated under the laws of Singapore with its registered office at 250 North Bridge Road, Level 31 Raffles City Tower, Singapore 179101 (“Accor Guarantor”), and China Lodging Group, Limited, a company incorporated under the laws of Cayman Islands and having its registered office at the office of Offshore Codan Trust Company (Cayman) Limited, Cricket Square, Hutchins Drive, PO Box 2681, Grand Cayman KY1-1111, Cayman Islands (“Purchaser Parent”).
H WORLD GROUP LIMITED [ ● ] American Depositary Shares Each representing ten Ordinary Shares Underwriting AgreementUnderwriting Agreement • January 11th, 2023 • H World Group LTD • Hotels & motels • New York
Dated April 18th, 2007 WINNER CROWN HOLDINGS LIMITED (“Party A”) and MS. TONG TONG ZHAO (“Party B”) and MR. JOHN JIONG WU (“Party C”) and INVESTORS (“Party D”) and CHINA LODGING GROUP, LIMITED (“Company”) SUPPLEMENTAL AGREEMENT of ORDINARY SHARE AND...Supplemental Agreement • March 5th, 2010 • China Lodging Group, LTD
HUAZHU GROUP LIMITED and Wilmington Trust, National Association as Trustee INDENTURE Dated as of May 12, 2020 US$450,000,000 3.00% CONVERTIBLE SENIOR NOTES DUE 2026Indenture • April 23rd, 2021 • Huazhu Group LTD • Hotels & motels • New York
INDENTURE dated as of May 12, 2020, between Huazhu Group Limited, formerly known as China Lodging Group, Limited, a Cayman Islands exempted company, as issuer (the “Company”, as more fully set forth in Section 1.01) and Wilmington Trust, National Association, a national banking association, as trustee (the “Trustee”, as more fully set forth in Section 1.01).
SUPPLEMENTAL REGISTRATION RIGHTS AGREEMENTSupplemental Registration Rights Agreement • April 23rd, 2021 • Huazhu Group LTD • Hotels & motels • New York
WHEREAS, pursuant to the Indenture, dated as of July 20, 2020 (the “Indenture”), between the Investor, as issuer thereunder, and The Bank of New York Mellon, as trustee (the “Trustee”), the Investor has issued US$500,000,000 principal amount of its 1.50% Exchangeable Senior Notes due 2027 (the “Notes”), which will initially be exchangeable for cash, the Company’s American depositary shares (the “ADSs”), each of which represents as of the date hereof one ordinary share of the Company, par value US$0.0001 per ordinary share (the “Ordinary Shares”), or a combination of cash and ADSs, at the Investor’s election, pursuant to the terms and subject to the conditions set forth in the Indenture;
FORM OF EMPLOYMENT AGREEMENTEmployment Agreement • March 5th, 2010 • China Lodging Group, LTD • Hong Kong
This EMPLOYMENT AGREEMENT (the “Agreement”) is signed on in Shanghai, the People’s Republic of China (“China”), between China Lodging Group, Limited, a limited liability company organized and existing under the laws of the Cayman Islands (the “Company”), and , an individual residing at (the “Employee”).
SUBSCRIPTION AGREEMENTSubscription Agreement • March 12th, 2010 • China Lodging Group, LTD • Hotels & motels • New York
WHEREAS, the Company has filed a registration statement on Form F-1 as of March 5, 2010 (the “Registration Statement”) with the United States Securities and Exchange Commission (the “SEC”) in connection with the initial public offering (the “Offering”) by the Company of American Depositary Shares (“ADS”), each representing four ordinary shares (“Ordinary Shares”) of the Company as specified in the Registration Statement; and
FORM OF SERIES B CONVERTIBLE PREFERRED SHARES SUBSCRIPTION AGREEMENTSeries B Convertible Preferred Shares Subscription Agreement • March 5th, 2010 • China Lodging Group, LTD • Hong Kong
This Series B Convertible Preferred Shares Subscription Agreement (this “Agreement”) certifies that, the undersigned, (“ ”) understands that CHINA LODGING GROUP, LIMITED, a company incorporated in Cayman Islands under company No. 179930 (the “Company”), is offering certain additional Series B Convertible Preferred Shares (the “Series B Preferred Shares”) to certain investors.
Entrusted Loan ContractEntrusted Loan Contract • April 17th, 2014 • China Lodging Group, LTD • Hotels & motels
In accordance with the application of Party A, Party B entrusts Party C with the disbursement of an entrusted loan to Party A. After having reached agreement through negotiation, the parties hereto enter into this contract for joint observance and performance.
China Lodging Group, Limited Up to 2,606,278 American Depositary Shares Each representing four Ordinary Shares Underwriting AgreementUnderwriting Agreement • October 31st, 2017 • China Lodging Group, LTD • Hotels & motels • New York
JOINT FILING AGREEMENTJoint Filing Agreement • February 14th, 2012 • China Lodging Group, LTD • Hotels & motels
In accordance with Rule 13d-1(k) of the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the ordinary shares of China Lodging Group, Limited and further agree that this Joint Filing Agreement shall be included as an Exhibit to such joint filing. In evidence thereof, the undersigned, being duly authorized, hereby execute this Joint Filing Agreement as of February 14, 2012.
Fixed Assets Loan AgreementFixed Assets Loan Agreement • March 5th, 2010 • China Lodging Group, LTD
Borrower (Party A): Lishan Senbao (shanghai) Investment Management Co., Ltd. Domicile (address): Third floor, fifth floor of No. 57 Building, No. 461, Hongcao Road Legal representative: Zhang Tuo
THE VENDORS (details of whom are set out in Schedule 8) (as Vendors) and CHINA LODGING HOLDINGS (HK) LIMITED (as Purchaser)Share Purchase Agreement • April 21st, 2017 • China Lodging Group, LTD • Hotels & motels • Hong Kong
The Vendors wish to sell and the Purchaser wishes to acquire the entire issued share capital of the Company subject to the terms of this Agreement.
No.: 16122000046 Fixed Assets Loan Contract (2012 Version)Fixed Assets Loan Contract • April 12th, 2012 • China Lodging Group, LTD • Hotels & motels
The lender and the borrower, having reached an agreement on the issue of granting a loan to the borrower by the lender through negotiation on an equal basis, hereby concluded this contract.
JOINT FILING AGREEMENTJoint Filing Agreement • September 7th, 2011 • China Lodging Group, LTD • Hotels & motels
In accordance with Rule 13d-1(k) of the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13G (including any and all amendments thereto) with respect to the ordinary shares of China Lodging Group, Limited and further agree that this Joint Filing Agreement shall be included as an Exhibit to such joint filing. In evidence thereof, the undersigned, being duly authorized, hereby execute this Joint Filing Agreement as of September 6, 2011.
INVESTOR AND REGISTRATION RIGHTS AGREEMENTInvestor and Registration Rights Agreement • March 12th, 2010 • China Lodging Group, LTD • Hotels & motels • New York
NOW, THEREFORE, in consideration of the premises set forth above, the mutual promises and covenants set forth herein and other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the Parties agree as follows:
Dated June 20, 2007 CHINA LODGING GROUP, LIMITED (“Company”) and PARTIES LISTED ON EXHIBIT A HERETO AMENDED AND RESTATED SHAREHOLDERS AGREEMENT Relating to CHINA LODGING GROUP, LIMITEDShareholders Agreement • March 5th, 2010 • China Lodging Group, LTD • Hong Kong
Dated February 4th, 2007 WINNER CROWN HOLDINGS LIMITED (“Party A”) and MS. TONGTONG ZHAO (“Party B”) and MR. JOHN JIONG WU (“Party C”) and INVESTORS (“Party D”) and CHINA LODGING GROUP, LIMITED (“Company”) SHAREHOLDERS AGREEMENT Relating to CHINA...Shareholders Agreement • March 5th, 2010 • China Lodging Group, LTD
NOW, THEREFORE, in consideration of the foregoing recitals, the mutual promises hereinafter set forth, and other good and valuable considerations, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows:
China Merchants Bank Co., Ltd. Shanghai Branch Facility Agreement (For sharing facility of working capital loans without individual agreements) January, 2008Facility Agreement • March 5th, 2010 • China Lodging Group, LTD
Legal representative / Principal: Sharing facility applicant: Lishan Senbao (Shanghai) Investment Management Co., Ltd. Legal representative / Principal: Sharing facility applicant: Yiju (Shanghai) Hotel Management Co., Ltd. Legal representative / Principal: Sharing facility applicant: Legal representative / Principal:
SHARE PURCHASE AGREEMENT dated as of April 15, 2012 between CHINA LODGING HOLDINGS (HK) LIMITED, and C-TRAVEL INTERNATIONAL LIMITED relating to the purchase and sale of Ordinary Shares of STARWAY HOTELS (HONG KONG) LIMITEDShare Purchase Agreement • April 23rd, 2013 • China Lodging Group, LTD • Hotels & motels • Hong Kong
This SHARE PURCHASE AGREEMENT (this “Agreement”) dated as of March 12, 2012 by and among China Lodging Holdings (HK) Limited, a company limited by shares incorporated under the Laws of Hong Kong (“Buyer”), C-Travel International Limited, an exempted company incorporated under the Laws of the Cayman Islands (“C-Travel” or “Seller”).
Dated February 4th, 2007 WINNER CROWN HOLDINGS LIMITED (“Party A”) and MS. TONG TONG ZHAO (“Party B”) and MR. JOHN JIONG WU (“Party C”) and INVESTORS (“Party D”) and CHINA LODGING GROUP, LIMITED (“Company”) ORDINARY SHARE AND SERIES A PREFERRED SHARE...Ordinary Share and Series a Preferred Share Purchase Agreement • March 5th, 2010 • China Lodging Group, LTD
THIS SERIES A PREFERRED SHARE PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of February 4th, 2007 by and between:
MASTER PURCHASE AGREEMENTMaster Purchase Agreement • April 17th, 2015 • China Lodging Group, LTD • Hotels & motels • Hong Kong
MASTER PURCHASE AGREEMENT, dated as of December 14, 2014, among AAPC Hong Kong Limited, a limited company organized under the laws of Hong Kong with its registered office at Room 803, 8th Floor, AXA Centre, 151 Gloucester Road, Wan Chai, Hong Kong (the “Seller”), AAPC Singapore Pte. Ltd., a company incorporated under the laws of Singapore with its registered office at 250 North Bridge Road, Level 31 Raffles City Tower, Singapore 179101 (“Accor Guarantor”), and China Lodging Group, Limited, a company incorporated under the laws of Cayman Islands and having its registered office at the office of Offshore Codan Trust Company (Cayman) Limited, Cricket Square, Hutchins Drive, PO Box 2681, Grand Cayman KY1-1111, Cayman Islands (“Purchaser Parent”).
Fixed Assets Loan ContractFixed Assets Loan Contract • March 5th, 2010 • China Lodging Group, LTD
Special reminder: The contract is formulated, in accordance with the law, through consultation between the borrower and the lender on an equal, voluntary basis, and all the terms of contract are the genuine expression of the two parties’ intention. In order to safeguard the legitimate rights and interests of the borrower, the lender hereby proposes that the borrower pay full attention to all terms on the rights and obligations of the two parties, especially the part of the contract shown in bold.
Deutsche BankConfirmation of Additional Capped Call Transaction • April 20th, 2018 • China Lodging Group, LTD • Hotels & motels • New York
JOINT FILING AGREEMENTJoint Filing Agreement • February 14th, 2013 • China Lodging Group, LTD • Hotels & motels
In accordance with Rule 13d-1(k) of the Securities Exchange Act of 1934, as amended, the undersigned agree to the joint filing on behalf of each of them of a Statement on Schedule 13D (including any and all amendments thereto) with respect to the ordinary shares and American depositary shares of China Lodging Group, Limited and further agree that this Joint Filing Agreement shall be included as an Exhibit to such joint filing. In evidence thereof, the undersigned, being duly authorized, hereby execute this Joint Filing Agreement as of February 14, 2013.
China Merchants Bank Co., Ltd. Shanghai Branch Credit Agreement (Applicable to shared credit)Credit Agreement • April 23rd, 2013 • China Lodging Group, LTD • Hotels & motels
Upon Party B’s application, Party A agrees to provide credit line to Party B for the use by Party B. In accordance with the provisions of related laws, Party A and Party B hereby sign this agreement upon agreement on the following articles through full consultation.
