Ex. 10.33
ACKNOWLEDGEMENT LETTER FOR PARTICIPATION OF CALL OPTION AGREEMENT
SHANGHAI FOCUS MEDIA ADVERTISEMENT CO., LTD., (registered address: F Room 0000,
Xx.0000, Xxxxxxxxx Xxxx, Xxxxxxxxx Xxxxxxxx, Xxxxxxxx) (hereinafter the
"PARTICIPANT SHAREHOLDER"), and SHENYANG FOCUS MEDIA ADVERTISEMENT CO., LTD.
limited liability company (registered address: Room 000, 00 Xxxxxx Xx,
Xxxxxxxxx) (hereinafter the "NEW TARGET COMPANY"), as independent party, hereby
agree to participate in the 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, "EQUITY
PLEDGE AGREEMENT") and other parties dated March 28 2005. The Participant
Shareholder hereby grant Focus Media Technology with an irrevocable equity Call
Option (hereinafter "CALL OPTION") in respect to 70 % of the equity share of New
Target Company held by this company. Once this Acknowledgement Letter is
executed by this company, the New Target Company and the newly increase equity
share begin to be the "Target Company" and "Option Equity" defined under the
Call Option Agreement (hereinafter the "CALL OPTION AGREEMENT") entered into
between this company, Focus Media Technology and other relevant parties dated
March 28 2005; and this company immediately make the same representations and
warranties in respect to the New Target Company and relevant equity Call Option
as this company made under the Call Option Agreement in respect to the defined
Target Company and Call Option.
SHANGHAI FOCUS MEDIA ADVERTISEMENT
CO., LTD.
(Company chop)
Signature by: /s/ Xxxxx Xxxxxxx Xxxxx
--------------------------
Name: Xxxxx Xxxxxxx Xxxxx
Position: Legal Representative
Date: January 13, 2006
SHENYANG FOCUS MEDIA ADVERTISEMENT
CO., LTD.
(Company chop)
Signature by: /s/ Xxxxx Xxxxxxx Xxxxx
--------------------------
Name: Xxxxx Xxxxxxx Xxxxx
Position: Legal Representative
Date: January 13, 2006
FOCUS MEDIA TECHNOLOGY (SHANGHAI)
CO., LTD.
(Company chop)
Signature by: /s/ Xxxxx Xxxxxxx Xxxxx
--------------------------
Name: Xxxxx Xxxxxxx Xxxxx
Position: Legal Representative
Date: January 13, 2006
2
