Supplemental Agreement to the Exclusive Equity Purchase Option Agreement
Exhibit 4.53
Supplemental
Agreement to the
Exclusive Equity Purchase Option Agreement
Exclusive Equity Purchase Option Agreement
Party A:
|
Baidu Online Network Technology (Beijing) Co., Ltd. | |
Address:
|
Xx. 00 Xxxxxxx 00xx Xxxxxx, Xxxxxxx Xxxxxxxx, Xxxxxxx | |
Party B:
|
Xxxxxxx Xx | |
ID No.
|
110108196811171874 | |
Party C:
|
Xxxx Xx | |
ID No.
|
110108196408161836 | |
Party C:
|
Beijing Baidu Netcom Science Technology Co., Ltd. | |
Address:
|
Xx. 00 Xxxxxxx 00xx Xxxxxx, Xxxxxxx Xxxxxxxx, Xxxxxxx |
(Collectively, the “Parties”)
WHEREAS, Party A, Party B, Party C and Party D have made
a certain Exclusive Equity Purchase Option Agreement dated
March 22, 2005 (the “Original Agreement”).
NOW, THEREFORE, the Parties agree through friendly
negotiation to amend the Original Agreement as follows on
April 22, 2010:
1. The Parties agree to add the following term to the
Covenants Relating to the Transferor provided under
Section 2.2 of the Original Agreement:
2.2.10 Any and all earnings distributed from Party D and
otherwise distributed shall be paid to Party A in full amount.
2. The Parties agree to add the following Section 2.3
to the Original Agreement:
2.3 Covenants of Party A
Party A hereby covenants:
2.3.1 to provide funding support unconditionally and
unlimitedly to Party D within acceptable and reasonable scope if
Party D needs any loan or other funding support during Party
D’s business operations; and
2.3.2 to waive unconditionally its claim for repayment of
any loan from Party D if Party D fails to do so because Party D
experiences loss in its business operations, provided that such
loss may be sufficiently evidenced.
3. This Agreement is an integral part of this Agreement. If
there is any consistency between this Agreement and the Original
Agreement, this Agreement shall prevail. Any matter that is not
provided under this Agreement shall be governed by the Original
Agreement.
4. This Agreement is made in four counterparts with each
Party holding one copy. Each copy has the same legal effect and
will be effective upon signature and affixture of seals by the
Parties.
Party A:
|
Baidu Online Network Technology (Beijing) Co., Ltd. | |
By:
|
/s/ Xxxxx
Xxxx
|
|
Title:
|
Legal representative/authorized representative | |
Seal:
|
[Baidu Online Network Technology (Beijing) Co., Ltd. seal] | |
Party B:
|
Xxxxxxx Xx | |
By
|
/s/ Xxxxxxx
Xx
|
|
Party C:
|
Xxxx Xx | |
By
|
/s/ Xxxx
Xx
|
|
Party D:
|
Beijing Baidu Netcom Science Technology Co., Ltd. | |
By:
|
/s/ Xxxxxxxx
Xxxxx
|
|
Title:
|
Legal representative/authorized representative | |
Seal:
|
[Beijing Baidu Netcom Science Technology Co., Ltd. seal] |
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