JPMorgan Special Situations (Mauritius) Limited c/o Global Special Opportunities Group Middle Office 26/F Chater House, 8 Connaught Road Central, Hong Kong Intel Capital Corporation c/o Intel Semiconductor Limited 32/F., Two Pacific Place
EXHIBIT 4.4.1
August 14, 2009
JPMorgan Special Situations (Mauritius) Limited
c/o Global Special Opportunities Group Middle Xxxxxx
00/X Xxxxxx Xxxxx, 0 Xxxxxxxxx Xxxx
Xxxxxxx, Xxxx Xxxx
Intel Capital Corporation
c/o Intel Semiconductor Limited
32/F., Two Xxxxxxx Xxxxx
00 Xxxxxxxxx
Xxxxxxx, Xxxx Xxxx
Dear Sir or Madame:
We refer to that certain investors’ rights agreement dated as of September 26,
2008 (“Investors’ Rights Agreement”) by and among Li Yi (
), Trony Solar Holdings
Company Limited (the “Company”), each of the ordinary holders identified
on schedule 1 therein, JPMorgan Special Situations (Mauritius) Limited and
Intel Capital Corporation (together the “Investors”).
The Company is preparing for an initial public offering of the Company’s securities (“IPO”) and hereby undertakes:
(i) to register in the IPO 50% of the Registrable Securities held by the Investors at the time of the IPO; and
(ii) subsequent to the IPO and subject to the conditions set out in the Investors’ Rights Agreement, to perform its obligations to register Registrable Securities held by the Investors as such obligations are set out in the Investors’ Rights Agreement.
At the request of the Company and subject to the compliance by the Company of the aforesaid undertakings, each of the Investors, by countersigning this letter, hereby consents that the Company may prepare for and effect the IPO and take all other actions that the Company deems appropriate in connection with the IPO.
Please countersign this letter to confirm your agreement and acceptance of the terms of this letter.
Sincerely yours,
TRONY SOLAR HOLDINGS COMPANY LIMITED
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By: |
/s/ Li Yi |
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Name: Li Yi |
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Agreed and accepted by:
X.X. Xxxxxx Securities (Asia Pacific) Limited (as Global Co-ordinator of the IPO)
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By: |
/s/ Xxxxx Xxxxx |
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Name: Xxxxx Xxxxx |
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Intel Capital Corporation
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By: |
/s/ Xxxxxxx X Xxxxx |
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Name: Xxxxxxx X Xxxxx |
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Title: Authorized Signatory |
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JPMorgan Special Situations (Mauritius) Limited
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By: |
/s/ Xxxx Xxxxxx |
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Name: Xxxx Xxxxxx |
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Title: Executive Director |
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