TERMINATION AGREEMENT
Exhibit E
Execution Version
This TERMINATION AGREEMENT (this “Termination Agreement”), is dated as of June 15, 2016 and is entered into by and among Mr. Jun Lei (“Xx. Xxx”) and Xx. Xxxxx Xxxxxxx Li (“Xx. Xx”). Each of Xx. Xxx and Xx. Xx is referred to herein as a “Party” and collectively as the “Parties.” Capitalized terms used but not defined herein shall have the meanings ascribed thereto in the Consortium Agreement (as defined below).
RECITALS
WHEREAS, the Parties have entered into that certain Consortium Agreement, dated as of July 20, 2015 (the “Consortium Agreement”);
WHEREAS, pursuant to Section 6.01(b) of the Consortium Agreement, the Parties are permitted to terminate the Consortium Agreement at any time upon the mutual written agreement of the Parties; and
WHEREAS, the Parties desire to terminate the Consortium Agreement in its entirety on the date hereof.
NOW, THEREFORE, the Parties agree as follows:
1. Termination of the Consortium Agreement. Subject to Section 6.02(b) of the Consortium Agreement, the Consortium Agreement is hereby unconditionally and irrevocably terminated in its entirety (including, for the avoidance of doubt, Section 5 thereof) and is of no further force or effect.
2. Governing Law. This Termination Agreement and all matters arising out of or relating to this Termination Agreement shall be governed by and construed in accordance with the laws of the State of New York, without reference to conflict of laws principles.
3. No Modification. No provision in this Termination Agreement can be waived, modified or amended except by written consent of the Parties.
4. Counterparts; Entire Agreement. This Termination Agreement may be signed and delivered by facsimile or portable document format via electronic mail and in one or more counterparts, each of which shall be deemed an original but all of which shall be deemed to constitute a single instrument. This Termination Agreement sets forth the entire agreement and understanding among the Parties with respect to the subject matter hereof and supersedes all prior agreements, discussions or documents relating thereto.
5. Successors. This Termination Agreement shall inure to the benefit of, and be binding upon, the Parties and their respective successors and assigns.
[Signatures to Follow on the Next Page]
IN WITNESS WHEREOF, the Parties hereto have executed this Termination Agreement as of the date and year first written above.
| Jun Lei | ||
| By: | /s/ Jun Xxx | |
| Xxxxx Xxxxxxx Xx | ||
| By: | /s/ Xxxxx Xxxxxxx Li | |
[Signature Page to Consortium Termination Agreement]
