ISoftStone Holdings LTD Sample Contracts

INDEMNIFICATION AGREEMENT
Indemnification Agreement • November 30th, 2010 • iSoftStone Holdings LTD • Services-computer programming services • New York

THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of , 2010, by and between iSoftStone Holdings Limited, an exempted company duly incorporated and validly existing under the law of the Cayman Islands (the “Company”), and (the “Indemnitee”), a director of the Company.

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iSoftStone Holdings Limited Ordinary shares, par value US$0.0001 per share, in the form of American Depositary Shares UNDERWRITING AGREEMENT
Underwriting Agreement • December 10th, 2010 • iSoftStone Holdings LTD • Services-computer programming services • New York
EMPLOYMENT AGREEMENT
Employment Agreement • December 10th, 2010 • iSoftStone Holdings LTD • Services-computer programming services • New York

THIS EMPLOYMENT AGREEMENT (this “Agreement”) is made and entered into this , 2010 (the “Effective Date”), by and between iSoftStone Holdings Limited, a company incorporated and existing under the laws of the Cayman Islands (the “Company” and, together with all of its direct or indirect subsidiaries and Affiliates, collectively referred to as the “Company Group”), and , an individual (the “Executive”).

April 18, 2014 New Tekventure Limited Building 16, Dong Qu, 10 Xibeiwang Dong Lu, Haidian District, Beijing 100193, China Attention: Tianwen Liu Re: Commitment Letter Ladies and Gentlemen:
Commitment Letter • May 19th, 2014 • iSoftStone Holdings LTD • Services-computer programming services • New York

This letter agreement sets forth the commitment of the undersigned (“Mr. Liu”), subject to the terms and conditions contained herein, to purchase, directly or indirectly, certain equity interests of New Tekventure Limited, a business company with limited liability incorporated under the laws of the British Virgin Islands (“Holdco”). It is contemplated that, pursuant to an Agreement and Plan of Merger (as amended, restated, supplemented or otherwise modified from time to time, the “Merger Agreement”), dated as of the date hereof, by and among iSoftStone Holdings Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Company”), New iSoftStone Holdings Limited, a business company with limited liability incorporated under the laws of the British Virgin Islands and a directly wholly-owned subsidiary of Holdco (“Parent”) and New iSoftStone Acquisition Limited, an exempted company with limited liability incorporated under the laws of the Ca

SECOND AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT
Right of First Refusal and Co-Sale Agreement • November 23rd, 2010 • iSoftStone Holdings LTD • Services-computer programming services • New York

This SECOND AMENDED AND RESTATED RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT (this “Agreement”) is entered into as December 23, 2009, among:

iSOFTSTONE HOLDINGS LIMITED SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT
Investors’ Rights Agreement • November 23rd, 2010 • iSoftStone Holdings LTD • Services-computer programming services • New York

This SECOND AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT (this “Agreement”) is entered into as of December 23, 2009 among: iSoftStone Holdings Limited, a Cayman Islands exempted company (the “Company”); and

April 18, 2014 New Tekventure Limited Building 16, Dong Qu, 10 Xibeiwang Dong Lu, Haidian District, Beijing 100193, China Attention: Tianwen Liu Re: Commitment Letter Ladies and Gentlemen:
Commitment Letter • May 19th, 2014 • iSoftStone Holdings LTD • Services-computer programming services • New York

This letter agreement sets forth the commitment of the undersigned (the “Investor”), subject to the terms and conditions contained herein, to purchase, directly or indirectly, certain equity interests of New Tekventure Limited, a business company with limited liability incorporated under the laws of the British Virgin Islands (“Holdco”). It is contemplated that, pursuant to an Agreement and Plan of Merger (as amended, restated, supplemented or otherwise modified from time to time, the “Merger Agreement”), dated as of the date hereof, by and among iSoftStone Holdings Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Company”), New iSoftStone Holdings Limited, a business company with limited liability incorporated under the laws of the British Virgin Islands and a directly wholly-owned subsidiary of Holdco (“Parent”) and New iSoftStone Acquisition Limited, an exempted company with limited liability incorporated under the laws of t

EXHIBIT A Joint Filing Agreement
Joint Filing Agreement • February 4th, 2013 • iSoftStone Holdings LTD • Services-computer programming services

In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the ordinary shares, par value US$0.0001, of iSoftStone Holdings Limited, a Cayman Islands company, and that this Agreement may be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts all of which, taken together, shall constitute one and the same instrument.

ADDITIONAL INVESTOR JOINDER AGREEMENT
Joinder Agreement • November 23rd, 2010 • iSoftStone Holdings LTD • Services-computer programming services • New York
ADDITIONAL INVESTOR JOINDER AGREEMENT
Joinder Agreement • November 23rd, 2010 • iSoftStone Holdings LTD • Services-computer programming services • New York
AMENDMENT TO RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT
Right of First Refusal and Co-Sale Agreement • November 23rd, 2010 • iSoftStone Holdings LTD • Services-computer programming services

THIS AMENDMENT (“Amendment”) effective on April 22, 2010 (“Amendment Effective Date”) to that certain RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT (“Agreement”), dated as of December 23, 2009 (the “Signing Date”) , is entered into by and among the following parties (hereinafter referred to individually as a “Party” or collectively as “Parties”):

CONFIDENTIAL TREATMENT REQUESTED
Investment Agreement • September 4th, 2012 • iSoftStone Holdings LTD • Services-computer programming services

*** Indicates that certain information contained herein has been omitted and filed separately with the Securities and Exchange Commission. Confidential Treatment has been requested with respect to the omitted portions.

AMENDMENT TO INVESTORS RIGHTS AGREEMENT
Investors Rights Agreement • November 23rd, 2010 • iSoftStone Holdings LTD • Services-computer programming services

THIS AMENDMENT (“Amendment”) effective on April 22 , 2010 (“Amendment Effective Date”) to that certain INVESTORS’ RIGHTS AGREEMENT (“Agreement”), dated as of December 23, 2009 (the “Signing Date”) , is entered into by and among the following parties (hereinafter referred to individually as a “Party” or collectively as “Parties”):

Purchaser) iSoftStone Information and Technology (Group) Co., Ltd. and (Sellers) Huanxin Xujing (Tianjin) Equity Investment Fund Partnership (Limited Partnership) Tao Min and (Target Company) Beijing Ruantong Xutian Technology Development Co., Ltd....
Share Purchase Agreement • May 29th, 2013 • iSoftStone Holdings LTD • Services-computer programming services

This SHARE PURCHASE AGREEMENT (this “Agreement”), dated as of May 1, 2013, is entered into by and among the following parties in Beijing:

iSOFTSTONE HOLDINGS LIMITED
Share Purchase Agreement • December 10th, 2010 • iSoftStone Holdings LTD • Services-computer programming services • New York

This letter agreement is to confirm our agreement relating to the purchase by Bayfront Investments (Mauritius) Pte. Ltd. (the “Investor”), a company incorporated under the laws of Mauritius, of ordinary shares (“Shares”) in iSoftStone Holdings Limited, a company incorporated in the Cayman Islands (the “Company”), on the terms and subject to the conditions set forth herein. The Investor’s purchase of the Shares will be subject to the Company’s initial public offering (the “IPO”) of American depositary shares (“ADS”), each representing such number of Shares as specified in the registration statement on Form F-1, including the Prospectus (as defined below) (the “Registration Statement”) that the Company has filed or will file with the U.S. Securities and Exchange Commission (the “Commission”) in connection with the IPO or any amendments thereto.

AMENDMENT NO. 2 TO INVESTORS’ RIGHTS AGREEMENT
Investors’ Rights Agreement • November 30th, 2010 • iSoftStone Holdings LTD • Services-computer programming services • New York

THIS AMENDMENT NO. 2 (“Amendment”) to that certain SECOND AMENDED AND RESTATED INVESTORS’RIGHTS AGREEMENT dated December 23, 2009 and as amended on April 22, 2010 (the “Agreement”), is entered into by and among the following parties on November 26, 2010:

EXHIBIT A Joint Filing Agreement
Joint Filing Agreement • January 17th, 2012 • iSoftStone Holdings LTD • Services-computer programming services

In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the ordinary shares, par value US$0.0001, of iSoftStone Holdings Limited, a Cayman Islands company, and that this Agreement may be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts all of which, taken together, shall constitute one and the same instrument.

EXHIBIT A Joint Filing Agreement
Joint Filing Agreement • January 17th, 2012 • iSoftStone Holdings LTD • Services-computer programming services

In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13G referred to below) on behalf of each of them of a statement on Schedule 13G (including amendments thereto) with respect to the ordinary shares, par value US$0.0001, of iSoftStone Holdings Limited, a Cayman Islands company, and that this Agreement may be included as an Exhibit to such joint filing. This Agreement may be executed in any number of counterparts all of which, taken together, shall constitute one and the same instrument.

RESTRICTED ISSUANCE AGREEMENT
Restricted Issuance Agreement • April 27th, 2012 • iSoftStone Holdings LTD • Services-computer programming services • New York

RESTRICTED ISSUANCE AGREEMENT dated as of January 11, 2012 (the “Restricted Issuance Agreement”) among iSoftStone Holdings Limited, an exempted limited liability company organized under the laws of the Cayman Islands, and its successors (the “Company”), JPMorgan Chase Bank, N.A. as depositary (the “Depositary”), and all Holders from time to time of restricted American depositary shares (“Restricted ADSs”) represented by restricted American depositary receipts (“Restricted ADRs”) or book-entry securities, in each case issued hereunder.

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