PARTICIPATION AGREEMENTParticipation Agreement • December 21st, 2015 • Ark Pacific Investment Management LTD • Services-business services, nec
PARTICIPATION AGREEMENT, effective as of December 4, 2015 (this “Agreement”), among Splendid Days Limited (“Grantor”), Pacman I Limited (“Participant”) and Ark Pacific Investment Management Limited (“Manager”).
CONVERTIBLE NOTE AND WARRANT PURCHASE AGREEMENTConvertible Note and Warrant Purchase Agreement • December 21st, 2015 • Ark Pacific Investment Management LTD • Services-business services, nec • New York
This NOTE ASSIGNMENT AND ASSUMPTION AGREEMENT (this “Agreement”), dated as of is by and between (the “Assignor”) and (the “Assignee”).
SHARE PURCHASE AGREEMENT BY AND BETWEEN THE9 LIMITED AND ARK PACIFIC SPECIAL OPPORTUNITIES FUND I, L.P. June 7, 2017Share Purchase Agreement • July 21st, 2017 • Ark Pacific Investment Management LTD • Services-business services, nec • New York
THIS SHARE PURCHASE AGREEMENT (this “Agreement”), dated as of June 7, 2017, is entered into by and between The9 Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Company”), and Ark Pacific Special Opportunities Fund I, L.P., an exempted limited partnership organized under the laws of the Cayman Islands acting by its general partner, Ark Pacific Investment Management Limited (“Purchaser”; together with the Company, the “Parties”, and each of them, a “Party”).
AMENDMENT AND NOVATION AGREEMENTParticipation Agreement • March 2nd, 2018 • Ark Pacific Investment Management LTD • Services-business services, nec • Hong Kong
Dated February 28, 2018 SHARE PURCHASE AGREEMENT regarding the entire share capital of Splendid Days Limited MORRISON | FOERSTER 33rd Floor Edinburgh Tower The Landmark Hong Kong Tel: (852) 2585 0888 Fax: (852) 2585 0800Share Purchase Agreement • March 2nd, 2018 • Ark Pacific Investment Management LTD • Services-business services, nec • Hong Kong
SHARE PURCHASE, VARIATION, ASSIGNMENT AND ASSUMPTION AGREEMENTShare Purchase, Variation, Assignment and Assumption Agreement • March 2nd, 2018 • Ark Pacific Investment Management LTD • Services-business services, nec • New York
This Share Purchase, Variation, Assignment and Assumption Agreement (this “Agreement”) is made and entered into as of 28 February 2018, by and between The9 Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Company”), Ark Pacific Special Opportunities Fund I, L.P., an exempted limited partnership organized under the laws of the Cayman Islands acting by its general partner, Ark Pacific Investment Management Limited (the “Assignor”) and Jupiter Explorer Limited, a company incorporated in the British Virgin Islands (the “Assignee”). Each of the parties hereto is referred to herein individually as a “Party” and collectively as the “Parties”. Capitalized terms used but not defined herein will have the meaning given to such terms in the SPA (as defined below).
LOAN AGREEMENTLoan Agreement • December 21st, 2015 • Ark Pacific Investment Management LTD • Services-business services, nec • Virgin Islands
The Lender is willing to make available to the Borrower a loan in the principal amount of US$20,000,000.00 (UNITED STATES DOLLAR TWENTY MILLION ONLY) subject to and on the terms and conditions specified in this Agreement.
JOINT FILING AGREEMENTJoint Filing Agreement • December 21st, 2015 • Ark Pacific Investment Management LTD • Services-business services, nec
Pursuant to and in accordance with the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and the rules and regulations thereunder, each party hereto hereby agrees to the joint filing, on behalf of each of them, of any filing required by such party under Section 13 or Section 16 of the Exchange Act or any rule or regulation thereunder (including any amendment, restatement, supplement, and/or exhibit thereto) with the Securities and Exchange Commission (and, if such security is registered on a national securities exchange, also with the exchange), and further agrees to the filing, furnishing, and/or incorporation by reference of this agreement as an exhibit thereto. This agreement may be executed in any number of counterparts, all of which taken together shall constitute one and the same instrument.
