EXHIBIT 10.83
Call Option Agreement-Participation Letter of Shanghai Perfect Media
ACKNOWLEDGEMENT LETTER FOR PARTICIPATION OF
CALL OPTION AGREEMENT
SHANGHAI FOCUS MEDIA ADVERTISEMENT CO., LTD., (registered address: Room
1003 F, Xx.0000, Xxxxxxxxx Xxxx, Xxxxxxxxx Xxxxxxxx, Xxxxxxxx) and XXXXX XXX XX
(Identity Card Number: 310106731015081) (hereinafter the "PARTICIPATING
SHAREHOLDER"), and SHANGHAI PERFECT MEDIA ADVERTISING AGENCY CO., LTD.
(registered address: Xx. 0000 Xxxxxxx Xxxx, Xxxxxxxx) (hereinafter the
"NEW TARGET COMPANY"), as independent party, hereby agree to participate in the
Shareholders' Voting Rights Call Option Agreement among Focus Media Technology
(Shanghai) Co., Ltd. (hereinafter "FOCUS MEDIA TECHNOLOGY"), Shanghai Focus
Media Advertisement Co., Ltd. and other relevant parties (hereinafter the "CALL
OPTION AGREEMENT") dated March 28 2005. Participating Shareholder hereby grant
Focus Media Technology with an irrevocable equity Call Option (hereinafter "CALL
OPTION") in respect to 90% and 10% of the equity share of New Target Company
(hereinafter "NEWLY INCREASED EQUITY SHARE") respectively held by Participating
Shareholder. Once this Acknowledgement Letter is executed by Participating
Shareholder and New Target Company, New Target Company and the Newly Increased
Equity Share shall be deemed to be the "Target Company" and "Option Equity"
defined under the Call Option Agreement, and Participating Shareholder and New
Target Company shall be deemed to have made the same undertakings and warranties
related to New Target Company and Option Equity with those of the Shareholders
and Target Companies under the Call Option Agreement have made related to
"Target Company" and "Option Equity" (to the extent that is related and
applicable to Participating Shareholder and Participated Target Company), and
acknowledged and agreed to respectively perform the same obligations in the Call
Option Agreement (to the extent that is related and applicable to Participating
Shareholder and Participated Target Company).
Call Option Agreement-Participation Letter of Shanghai Perfect Media
[EXECUTION PAGE]
SHANGHAI FOCUS MEDIA ADVERISEMENT CO., LTD.
(Company chop)
Signature by: /s/ Xxxxx Xxxxxxx Xxxxx
-----------------------------
Name: Xxxxx Xxxxxxx Xxxxx
Position: Authorized Representative
Date: May 22, 2006
XXXXX XXX XX
Signature by: /s/ Xxxxx Xxxxxxx Xxxxx
-----------------------------
Date: May 22, 2006
SHANGHAI PERFECT MEDIA ADVERTISING AGENCY CO., LTD.
(Company chop)
Signature by: /s/ Xxxxx Xxxxxxx Xxxxx
-----------------------------
Name: Xxxxx Xxxxxxx Xxxxx
Position: Authorized Representative
Date: May 22, 2006
FOCUS MEDIA TECHNOLOGY (SHANGHAI) CO., LTD.
(Company chop)
Signature by: /s/ Xxxxx Xxxxxxx Xxxxx
-----------------------------
Name: Xxxxx Xxxxxxx Xxxxx
Position: Authorized Representative
Date: May 22, 2006