Supplementary Agreement to the Amended and Restated Loan Agreement
Exhibit 4.72
(English Translation)
Supplementary Agreement to the Amended and Restated Loan Agreement
This Supplementary Agreement to the Amended and Restated Loan Agreement (the “Agreement”) is entered into as of August 26, 2011 by the following parties:
Party A: |
Baidu Online Network Technology (Beijing) Co., Ltd. | |
Address: |
3/F, Baidu Campus, Xx. 00 Xxxxxxx 00xx Xxxxxx, Xxxxxxx Xxxxxxxx, Xxxxxxx 000000, The People’s Republic of China | |
Party B: |
Xxxxx Xxxxxxx Xx | |
Party C: |
Xxxxx Xxxx | |
Party D: |
Xxxx Xxxx |
WHEREAS,
1. | Pursuant to the Amended and Restated Loan Agreement among Parties A, B and C (the “Original Agreement”), Party A has provided interest-free loans of RMB1,500,000 and RMB500,000 to Parties B and C, respectively (the “Original Loans”). Parties B and C have used the Original Loans to invest in Baidu Netcom Science Technology Co., Ltd. (“Baidu Netcom”). |
2. | Party C intends to transfer its investment of RMB500,000 in the registered capital of Baidu Netcom to Party D (the “Share Transfer”). |
3. | Upon the completion of the Share Transfer, Party D agrees to assume all the rights and obligations of Party C under the Original Agreement. All the parties to the Original Agreement accepted such an arrangement and agreed to restated the Original Agreement. |
NOW THEREFORE, the parties agree as follows:
1. | The parties agree that, upon Baidu Netcom’s completion of the amendment registration of the Share Transfer with the industrial and commercial authorities, which is the date when Party D is officially registered with the industrial and commercial authorities as a shareholder of Baidu Netcom (the “Transfer Effective Date”), (1) Party D shall automatically replace Party C to be a party to the Original Agreement, and assume all the rights and obligations of Party C under the Original Agreement according to the terms and conditions of the Original Agreement, including but not limited to the repayment of the Original Loan; (2) Accordingly, Party C shall not enjoy any right or undertake any obligation under the Original Agreement. |
2. | The paries agree and confirm that, this Agreement shall automatically constitute an amendment to the Original Agreement upon the Transfer Effective Date. Parties A, B and D may enter into a separate agreement pursuant to the amendment to the Original Agreement made hereunder so as to restate the rights and obligations of Party A (as the lender) and Parties B and D (as the borrowers) if they consider necessary. |
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3. | This Agreement shall become effective upon the execution of the parties. |
4. | Section 16 of the Original Agreement shall apply to the dispute resolution of this Agreement. |
5. | This Agreement shall be executed in four originals, each party holding one original. All the originals shall have the same legal effect. |
[Signature page below]
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[No text on the signature page]
Party A: |
Baidu Online Network Technology (Beijing) Co., Ltd. | |
Authorized representative: |
/s/ Authorized Representative | |
Company seal: |
(with the company seal of Baidu Online Network Technology (Beijing) Co., Ltd.) | |
Party B: |
Xxxxx Xxxxxxx Xx | |
Signature: |
/s/ Xxxxx Xxxxxxx Xx | |
Party C: |
Xxxxx Xxxx | |
Signature: |
/s/ Xxxxx Xxxx | |
Party D: |
Xxxx Xxxx | |
Signature: |
/s/ Xxxx Xxxx |
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