IDREAMSKY TECHNOLOGY LIMITED AND THE BANK OF NEW YORK MELLON As Depositary AND OWNERS AND HOLDERS OF AMERICAN DEPOSITARY SHARES Deposit Agreement Dated as of , 2014Deposit Agreement • July 25th, 2014 • iDreamSky Technology LTD • Services-prepackaged software • New York
Contract Type FiledJuly 25th, 2014 Company Industry JurisdictionDEPOSIT AGREEMENT dated as of , 2014 among IDREAMSKY TECHNOLOGY LIMITED, a company incorporated under the laws of the Cayman Islands (herein called the Company), THE BANK OF NEW YORK MELLON, a New York banking corporation (herein called the Depositary), and all Owners and Holders (each as hereinafter defined) from time to time of American Depositary Shares issued hereunder.
INDEMNIFICATION AGREEMENTIndemnification Agreement • July 3rd, 2014 • iDreamSky Technology LTD • Services-prepackaged software • New York
Contract Type FiledJuly 3rd, 2014 Company Industry JurisdictionThis Indemnification Agreement (this “Agreement”) is entered into as of by and between iDreamSky Technology Limited, a Cayman Islands company (the “Company”), and the undersigned, a director and/or an officer of the Company (“Indemnitee”), as applicable.
Exclusive Option AgreementExclusive Option Agreement • July 3rd, 2014 • iDreamSky Technology LTD • Services-prepackaged software
Contract Type FiledJuly 3rd, 2014 Company IndustryThis Exclusive Option Agreement (this “Agreement”) is executed by and among the following Parties as of November 29, 2013 in Beijing, the People’s Republic of China (“China” or the “PRC”):
Equity Interest Pledge AgreementEquity Interest Pledge Agreement • April 11th, 2014 • iDreamSky Technology LTD • Services-prepackaged software
Contract Type FiledApril 11th, 2014 Company IndustryThis Equity Interest Pledge Agreement (this “Agreement”) has been executed by and among the following parties on March 12, 2014 in Beijing, the People’s Republic of China (“China” or the “PRC”)
30,800,000 Class A Ordinary Shares iDreamSky Technology Limited CLASS A ORDINARY SHARES, PAR VALUE US$0.0001 PER SHARE in the form of 7,700,000 American Depositary Shares UNDERWRITING AGREEMENTUnderwriting Agreement • August 1st, 2014 • iDreamSky Technology LTD • Services-prepackaged software • New York
Contract Type FiledAugust 1st, 2014 Company Industry JurisdictioniDreamSky Technology Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Company”), proposes to issue and sell to the several Underwriters named in Schedule I hereto (the “Underwriters”), an aggregate of 30,800,000 Class A ordinary shares, par value US$0.0001 per share, of the Company (the “Firm Shares”) in the form of 7,700,000 American Depositary Shares (as defined below).
SUBSCRIPTION AGREEMENTSubscription Agreement • July 25th, 2014 • iDreamSky Technology LTD • Services-prepackaged software • New York
Contract Type FiledJuly 25th, 2014 Company Industry JurisdictionWHEREAS, the Company has filed a registration statement on Form F-1 on July 3, 2014 (as may be amended from time to time, 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”) representing Class A ordinary shares (“Ordinary Shares”) of the Company as specified in the Registration Statement; and
EMPLOYMENT AGREEMENTEmployment Agreement • July 3rd, 2014 • iDreamSky Technology LTD • Services-prepackaged software • New York
Contract Type FiledJuly 3rd, 2014 Company Industry JurisdictionThis EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of by and between iDreamSky Technology Limited, a company incorporated and existing under the laws of the Cayman Islands (the “Company”), and , an individual (the “Executive”). The term “Company” as used herein with respect to all obligations of the Executive hereunder shall be deemed to include the Company and all of its direct or indirect parent companies, subsidiaries, affiliates, or subsidiaries or affiliates of its parent companies (collectively, the “Group”).
Loan AgreementLoan Agreement • July 3rd, 2014 • iDreamSky Technology LTD • Services-prepackaged software
Contract Type FiledJuly 3rd, 2014 Company IndustryThis Loan Agreement (the “Agreement”) is made and entered into by and between the Parties below as of March 5, 2014 in Beijing, the People’s Republic of China (“China” or the “PRC”):
Exclusive Option AgreementExclusive Option Agreement • July 3rd, 2014 • iDreamSky Technology LTD • Services-prepackaged software
Contract Type FiledJuly 3rd, 2014 Company IndustryThis Exclusive Option Agreement (this “Agreement”) is executed by and among the following Parties as of March 5, 2014 in Beijing, the People’s Republic of China (“China” or the “PRC”):
AGREEMENT AND PLAN OF MERGER BY AND AMONG DREAM INVESTMENT HOLDINGS LIMITED, DREAM MERGER SUB LIMITED and IDREAMSKY TECHNOLOGY LIMITED Dated as of December 31, 2015Agreement and Plan of Merger • December 31st, 2015 • iDreamSky Technology LTD • Services-prepackaged software • New York
Contract Type FiledDecember 31st, 2015 Company Industry JurisdictionThis AGREEMENT AND PLAN OF MERGER (including the exhibits and disclosure schedules attached hereto, this “Agreement”), dated as of December 31, 2015, by and among Dream Investment Holdings Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands (“Parent”), Dream Merger Sub Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands and a wholly owned subsidiary of Parent (“Merger Sub”), and iDreamSky Technology Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Company”). Each of Parent, Merger Sub and the Company are referred to herein as a “Party” and together as “Parties”.
Exclusive Business Cooperation AgreementExclusive Business Cooperation Agreement • July 3rd, 2014 • iDreamSky Technology LTD • Services-prepackaged software
Contract Type FiledJuly 3rd, 2014 Company IndustryThis Exclusive Business Cooperation Agreement (this “Agreement”) is made and entered into by and between the following parties on April 19, 2012 in Beijing, the People’s Republic of China (“China” or the “PRC”).
Equity Interest Pledge AgreementEquity Interest Pledge Agreement • July 3rd, 2014 • iDreamSky Technology LTD • Services-prepackaged software
Contract Type FiledJuly 3rd, 2014 Company IndustryThis Equity Interest Pledge Agreement (this “Agreement”) has been executed by and among the following parties on March 5, 2014 in Beijing, the People’s Republic of China (“China” or the “PRC”)
Jiangsu Telecom Contract No.: JSXCS1200166CC000 Cooperation Agreement on Mobile Game Business Between Dazzle Interactive Network Technologies Co., Ltd. And Shenzhen iDreamSky Technology Co., Ltd.Cooperation Agreement • May 16th, 2014 • iDreamSky Technology LTD • Services-prepackaged software
Contract Type FiledMay 16th, 2014 Company IndustryIn order to provide Party A’s users with better value-added application services and satisfy the growing market demands, the Parties hereto, upon thorough negotiations based on the principles of equality, mutual benefits, mutual supplementation of advantages, joint development, and fully leveraging the advantages of the Parties hereto in their respective areas of service, the Parties hereto have agreed as follows in respect of the cooperation in mobile game services:
Lease Contract of Kexing Science ParkiDreamSky Technology LTD • April 30th, 2015 • Services-prepackaged software
Company FiledApril 30th, 2015 IndustryThis Contract is entered into by and between Party A and Party B (collectively, the “Parties”) under this Contract Law of the People’s Republic of China and other applicable laws and regulations on the lease of the premises by Party A to Party B. In order to specify the rights and obligations of the Parties hereunder, this Contract is hereby entered into by the Parties through mutual consultation on the basis of equality, voluntariness and good faith for mutual compliance.
IDREAMSKY TECHNOLOGY LIMITED PREFERRED SHARE SUBSCRIPTION AGREEMENTPreferred Share Subscription Agreement • July 3rd, 2014 • iDreamSky Technology LTD • Services-prepackaged software • Hong Kong
Contract Type FiledJuly 3rd, 2014 Company Industry JurisdictionTHIS PREFERRED SHARE SUBSCRIPTION AGREEMENT (the “Agreement”) is made and entered into as of April 13, 2012 (the “Execution Date”) by and among,
Cooperation Agreement on Mobile Game Business Between Dazzle Interactive Network Technologies Co., Ltd. And Shenzhen iDreamSky Technology Co., Ltd.Cooperation Agreement • April 30th, 2015 • iDreamSky Technology LTD • Services-prepackaged software
Contract Type FiledApril 30th, 2015 Company IndustryMailing address: 17F, Building 4, Zijin Jianye Technology and Innovation Accelerator, No. 18 East Street of Jialingjiang Road, Jianye District, Nanjing, Jiangsu Province
REGIONAL DISTRIBUTION AGREEMENTRegional Distribution Agreement • July 3rd, 2014 • iDreamSky Technology LTD • Services-prepackaged software
Contract Type FiledJuly 3rd, 2014 Company IndustryTHIS AGREEMENT, dated the 7th of March 2014 (the “Effective Date”), is by and between Halfbrick Studios Pty. Ltd., an Australian corporation, with its principal place of business at 190 Kelvin Grove Rd, Kelvin Grove, Queensland 4059, Australia (“Licensor”) and SHENZHEN IDREAMSKY TECHNOLOGY CO. LTD. with its principal place of business at 16/F, Block A3, Kexing Science Park, 15 Keyuan Rd, Nanshan District, Shenzhen, China, 518057. (“Distributor”) (Collectively known as “Party” or “Parties”):
IDREAMSKY TECHNOLOGY LIMITED PREFERRED SHARE SUBSCRIPTION AGREEMENTPreferred Share Subscription Agreement • July 3rd, 2014 • iDreamSky Technology LTD • Services-prepackaged software • Hong Kong
Contract Type FiledJuly 3rd, 2014 Company Industry JurisdictionEach of the Group Companies, the Key Holders, the Li Parties, Mr. Ko, Mr. Guan and the Investors is hereafter referred to as a “Party” and collectively the “Parties”.
Framework AgreementFramework Agreement • July 3rd, 2014 • iDreamSky Technology LTD • Services-prepackaged software • Beijing
Contract Type FiledJuly 3rd, 2014 Company Industry Jurisdiction
IDREAMSKY TECHNOLOGY LIMITED SECOND AMENDED AND RESTATED SHAREHOLDERS AGREEMENTShareholders Agreement • April 11th, 2014 • iDreamSky Technology LTD • Services-prepackaged software • Hong Kong
Contract Type FiledApril 11th, 2014 Company Industry JurisdictionTHIS SECOND AMENDED AND RESTATED SHAREHOLDERS AGREEMENT (this “Agreement”) is made and entered into as of September 10, 2013 by and among,
Game Business Cooperation Agreement between China Mobile Group Jiangsu Co., Ltd. and Shenzhen iDreamSky Technology Co., Ltd. Place of Signing: Nanjing, JiangsuBusiness Cooperation Agreement • May 16th, 2014 • iDreamSky Technology LTD • Services-prepackaged software
Contract Type FiledMay 16th, 2014 Company IndustryIn order to fully leverage the advantages of the Parties hereto in their respective areas of service and provide high-quality game services to the large customer base, the Parties hereto, upon thorough negotiations based on the principles of equality, mutual benefits, mutual supplementation of advantages and joint development, have agreed as follows on the cooperation of game business in Jiangsu province:
Framework AgreementFramework Agreement • July 3rd, 2014 • iDreamSky Technology LTD • Services-prepackaged software • Beijing
Contract Type FiledJuly 3rd, 2014 Company Industry Jurisdiction
Framework AgreementFramework Agreement • July 3rd, 2014 • iDreamSky Technology LTD • Services-prepackaged software • Beijing
Contract Type FiledJuly 3rd, 2014 Company Industry Jurisdiction
Framework AgreementFramework Agreement • April 11th, 2014 • iDreamSky Technology LTD • Services-prepackaged software • Beijing
Contract Type FiledApril 11th, 2014 Company Industry Jurisdiction
Mobile Market Developer Service AgreementMobile Market Developer Service Agreement • May 16th, 2014 • iDreamSky Technology LTD • Services-prepackaged software
Contract Type FiledMay 16th, 2014 Company IndustryThe “Mobile Market Developer Service” (the “Service”) refers to the billing, fee collection and payment service provided by the Mobile Market (the “Market”) to developers in connection with APPs. This Agreement is entered into by and between you and the Market.
To: Dream Merger Sub Limited (the “Borrower”) c/o 16/F, A3 Building, Kexing Science Park 15 Keyuan Road North, Nanshan District Shenzhen, Guangdong, 518057 People’s Republic of China Attention: Michael Xiangyu CheniDreamSky Technology LTD • April 5th, 2016 • Services-prepackaged software
Company FiledApril 5th, 2016 IndustryWe refer to the commitment letter from Shanghai Pudong Development Bank Co., Ltd., Shanghai Branch to the Borrower dated on or about the date hereof (as amended and/or supplemented from time to time, the “Commitment Letter”). This letter (including the agreement constituted by the Borrower’s acknowledgement of its terms) (this “Letter”) is the Fee Letter referred to in the Commitment Letter. Terms defined in the other Underwriting Documents (as defined in the Commitment Letter, and in each case as amended and/or supplemented from time to time) shall have the same meaning and construction in this Letter unless a contrary indication appears herein. In addition:
REPURCHASE AGREEMENTRepurchase Agreement • July 3rd, 2014 • iDreamSky Technology LTD • Services-prepackaged software • Hong Kong
Contract Type FiledJuly 3rd, 2014 Company Industry JurisdictionThis Repurchase Agreement (this “Agreement”) is entered into as of September 9, 2013 (the “Effective Date”) by and between the following parties:
Payment Authority Agreement Between China Unicom WoStore And (Content Provider: Shenzhen iDreamSky Technology Co., Ltd.) Venue of execution: ShanghaiiDreamSky Technology LTD • July 3rd, 2014 • Services-prepackaged software
Company FiledJuly 3rd, 2014 IndustryRegistered Address: 16F, Building A, Kexing Science Park, No. 15 Keyuan Road, Central Zone of High-Tech Industrial Park, Nanshan District, Shenzhen
Game Business Cooperation Agreement between Migu Interactive Entertainment Limited and Shenzhen iDreamSky Technology Co., Ltd. Venue of execution: Nanjing, JiangsuiDreamSky Technology LTD • April 30th, 2015 • Services-prepackaged software
Company FiledApril 30th, 2015 IndustryAddress: Unit 1, 16/F, A2 Building, Kexing Science Park, Keyuan Road, Central Zone of High-Tech Industrial Park, Nanshan District, Shenzhen
Framework AgreementFramework Agreement • July 3rd, 2014 • iDreamSky Technology LTD • Services-prepackaged software • Beijing
Contract Type FiledJuly 3rd, 2014 Company Industry Jurisdiction
This PUBLISHER LICENCE AGREEMENT (the “Agreement”) is made this 28th day of January, 2013 (the “Effective Date”) Between: each a “Party” and, collectively, the “Parties”. BACKGROUND IT IS HEREBY AGREED:Source Code Access Agreement • May 16th, 2014 • iDreamSky Technology LTD • Services-prepackaged software • New York
Contract Type FiledMay 16th, 2014 Company Industry Jurisdiction