DEED OF RELEASE Among CAPITAL ALLY INVESTMENTS LIMITED (“Pledgor”) and PYPO DIGITAL COMPANY LIMITED (“Beneficiary”)
Exhibit 10.26
English Translation for Reference Only
DEED OF RELEASE
Among
CAPITAL ALLY INVESTMENTS LIMITED
(“Pledgor”)
and
PYPO DIGITAL COMPANY LIMITED
(“Beneficiary”)
Dated: 10th November, 2008
This DEED OF RELEASE (this “Deed”) is made on [10th November, 2008] by and among the following parties:
(A). | CAPITAL ALLY INVESTMENTS LIMITED, a company incorporated under the Laws of the British Virgin Islands (BVI Company No. 1433966) (the “Pledgor”); and |
(B). | PYPO DIGITAL COMPANY LIMITED, an exempted company incorporated and existing under the Laws of the Cayman Islands (the “Beneficiary”). |
The Pledgor and the Beneficiary are each hereinafter referred to individually as a “Party”, and collectively as the “Parties”.
RECITALS
WHEREAS, the Pledgor has entered into an Equity Pledge Agreement dated 10 March 2008 in favour of the Beneficiary (the “Equity Pledge”).
WHEREAS, the Beneficiary wishes to discharge the Equity Pledge.
NOW THEREFORE, in consideration of the mutual promises hereinafter set forth, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:
ARTICLE I.
RELEASE
The Beneficiary hereby releases and discharges the Pledgor from all its obligations under the Equity Pledge and hereby irrevocably and unconditionally releases and discharges all security interests created by the Pledgor under the Equity Pledge.
ARTICLE II.
COUNTERPART
This Deed may be executed in counterparts each of which when executed and delivered shall constitute an original but all such counterparts together shall constitute one and the same instrument.
ARTICLE III.
GOVERNING LAW AND SETTLEMENT OF DISPUTES
3.1 Governing Law. This Deed, including the validity hereof and the rights and obligations of the Parties hereunder, shall be construed in accordance with and governed by the laws of Hong Kong.
3.2 Settlement of Disputes. The Parties agree that any legal action or proceeding arising out of or relating to this Deed may be brought in the courts of Hong Kong and irrevocably submit to the non-exclusive jurisdiction of such courts.
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1
IN WITNESS WHEREOF, this Deed has been executed by the Parties and is intended to be and is hereby delivered on the day and year first above written.
Beneficiary:
EXECUTED AS A DEED by PYPO DIGITAL COMPANY LIMITED |
) | /s/ Xxx Xxxxx | ||||
) |
Duly Authorised Signatory | |||||
) | ||||||
) | Name: | Xxx Xxxxx | ||||
) | ||||||
) | Title: | Director | ||||
) |
in the presence of:
/s/ Xudong Di |
||||
Signature of Witness |
||||
Name: Xudong Di |
||||
Address: Xx. 0, Xxxxxxxxx Xxxxxx, Xx Xxxxx Xxxxxxxx, Xxxxxxx |
||||
Occupation: Legal Counsel |
||||
[Signature Page of Deed of Release]
Pledgor:
EXECUTED AS A DEED by CAPITAL ALLY INVESTMENTS LIMITED |
) | /s/ Xxx Xxxx | ||||
) |
Duly Authorised Signatory | |||||
) | ||||||
) | Name: | Xxx Xxxx | ||||
) | ||||||
) | Title: | Director | ||||
) |
in the presence of:
/s/ Chu, Wan Shan Canness |
||||
Signature of Witness |
||||
Name: Chu, Wan Shan Canness |
||||
Address: 48/F, Bank of China, 1 Garden Rd., Central, H.K. |
||||
Occupation: Accountant |
[Signature Page of Deed of Release]