Common Contracts

SYNACOR, INC. (a Delaware corporation) [•] Shares of Common Stock UNDERWRITING AGREEMENT

Underwriting Agreement • February 1st, 2012 • Synacor, Inc. • Services-computer programming, data processing, etc. • New York

• Contract Type
  Underwriting Agreement
• Filed
  February 1st, 2012
• Company
  Synacor, Inc.
• Industry
  Services-computer programming, data processing, etc.
• Jurisdiction
  New York

business days before the effective date of the release or waiver. Any release or waiver granted by the Representatives hereunder to any such officer or director shall only be effective two business days after the publication date of such press release. The provisions of this paragraph will not apply if (i) the release or waiver is effected solely to permit a transfer not for consideration and (ii) the transferee has agreed in writing to be bound by the same terms described in this letter to the extent and for the duration that such terms remain in effect at the time of the transfer.

FUNTALK CHINA HOLDINGS LIMITED (an exempted company with limited liability registered by way of continuation in the Cayman Islands) 10,000,000 Ordinary Shares UNDERWRITING AGREEMENT

Underwriting Agreement • October 18th, 2010 • Funtalk China Holdings LTD • Wholesale-electronic parts & equipment, nec • New York

• Contract Type
  Underwriting Agreement
• Filed
  October 18th, 2010
• Company
  Funtalk China Holdings LTD
• Industry
  Wholesale-electronic parts & equipment, nec
• Jurisdiction
  New York

I, Kim Chuan (“Jackie”) Leong, Chief Financial Officer of Funtalk China Holdings Limited, a company incorporated in the Cayman Islands (the “Company”), pursuant to SECTION 5(j) of the Underwriting Agreement, dated , 2010 (the “Underwriting Agreement”), among the Company and Merrill Lynch, Pierce, Fenner & Smith Incorporated and Jefferies & Company, Inc. as Representatives of the several Underwriters named therein, hereby certify, solely in the capacity as an officer of the Company for and on behalf of the Company, that I am familiar with the accounting, operations, records systems and internal controls of the Company, I have participated in the preparation of the Registration Statement, the General Disclosure Package and the Prospectus, I have reviewed the disclosure in the Registration Statement, the General Disclosure Package and the Prospectus, and I have performed the following procedures on the financial and operating information and data identified and circled by you in the preli