EXCLUSIVE CALL OPTION AGREEMENT REGARDING SHANGHAI JINYOU NETWORK & TECHNOLOGY CO., LTD. Among: Yang Zhuojun TAN YIHUI SHANGHAI JINYOU NETWORK & TECHNOLOGY CO., LTD. And T2CN INFORMATION TECHNOLOGY (SHANGHAI) CO., LTD. Dated: 15 June 2009Exclusive Call Option Agreement • June 26th, 2009 • Gigamedia LTD • Services-computer programming, data processing, etc.
This exclusive call option agreement (the “Agreement”) is made on 15 June 2009 in Shanghai, People’s Republic of China (“PRC”), by and among:
AGREEMENT FOR PLEDGE OF SHARES IN SHANGHAI JINYOU NETWORK & TECHNOLOGY CO., LTD. Among: Yang Zhuojun TAN YIHUI And T2CN INFORMATION TECHNOLOGY (SHANGHAI) CO., LTD. Dated: 15 June 2009Pledge Agreement • June 26th, 2009 • Gigamedia LTD • Services-computer programming, data processing, etc.
TRANSITIONAL SERVICE AGREEMENT by and between Hoshin GigaMedia Center Inc. on the one part and and Koos Broadband Telecom Company Limited on the other part Dated as of September 3, 2008Transitional Service Agreement • June 26th, 2009 • Gigamedia LTD • Services-computer programming, data processing, etc.
Capitalized terms used herein but not otherwise defined shall have the meanings ascribed to them in the Share Purchase Agreement or the Asset Purchase Agreement (as defined below).
SHARE SALE AND PURCHASE AGREEMENT by and among GigaMedia International Holdings Limited as Seller and Champion Limited as Buyer and GigaMedia Limited as Guarantor Dated as of August 28, 2008Share Sale and Purchase Agreement • June 26th, 2009 • Gigamedia LTD • Services-computer programming, data processing, etc.
WHEREAS, Seller owns the shares of common stock, representing 100% of the total issued and outstanding shares of Hoshin Multimedia Center Inc., a company incorporated under the laws of BVI and having its registered office at OMC Chambers, P.O. Box 3152, Road Town, Tortola, British Virgin Islands (the “Company”);
PROXY VOTING AGREEMENT REGARDING SHANGHAI JINYOU NETWORK & TECHNOLOGY CO., LTD. Among: T2CN INFORMATION TECHNOLOGY (SHANGHAI) CO., LTD. SHANGHAI JINYOU NETWORK & TECHNOLOGY CO., LTD. YANG ZHUOJUN And TAN YIHUI Dated: 15 June, 2009Proxy Voting Agreement • June 26th, 2009 • Gigamedia LTD • Services-computer programming, data processing, etc.
This proxy voting agreement (the “Agreement”) is entered into on 15 June 2009 in Shanghai, People’s Republic of China (“PRC”), by and among:
ASSET SALE AND PURCHASE AGREEMENT by and among Hoshin GigaMedia Center Inc. as Seller and as Buyer and China Network Systems Co., Ltd. and as Guarantor Dated as of August 28, 2008Asset Sale and Purchase Agreement • June 26th, 2009 • Gigamedia LTD • Services-computer programming, data processing, etc. • Hong Kong
WHEREAS, Seller intends to sell all assets, rights and interests of the consumer ISP business, in particular cable modem services (“Transferred Business”), and Buyer intends to purchase from Seller such assets, rights and interests as of the Closing Date (as defined below).
EXCLUSIVE BUSINESS CONSULTANCY SERVICE AGREEMENT Between T2CN INFORMATION TECHNOLOGY (SHANGHAI) CO., LTD. And SHANGHAI JINJIE INTERNET TECHNOLOGY CO., LTD. Dated: 26 November, 2007Exclusive Business Consultancy Service Agreement • June 26th, 2009 • Gigamedia LTD • Services-computer programming, data processing, etc.
This exclusive business consultancy service agreement (“Agreement”) is made on 26 November, 2007 in Shanghai, People’s Republic of China (“PRC”), by and between:
SHARE SALE AND PURCHASE AGREEMENT by and between Hoshin GigaMedia Center Inc., as Seller and China Network Systems Co., Ltd. as Buyer Dated as of August 28, 2008Share Sale and Purchase Agreement • June 26th, 2009 • Gigamedia LTD • Services-computer programming, data processing, etc. • Hong Kong
WHEREAS, Seller is the sole shareholder of KBT, which currently operates and provides commercial customer broadband access, hosting and other related services (as well as OEM Business and Webs-TV ADSL Service); and
ASSIGNMENT AND ASSUMPTION AGREEMENTAssignment and Assumption Agreement • June 26th, 2009 • Gigamedia LTD • Services-computer programming, data processing, etc.
This ASSIGNMENT AND ASSUMPTION AGREEMENT dated as of September 3, 2008 (this “Agreement”), is made between Hoshin GigaMedia Center Inc., an ROC company (the“Assignor”) and Hoshin Multimedia Center Inc., an BVI company (the” Assignee”).
FOURTH AMENDMENT TO THE END USER LICENSE AGREEMENT Contract No. EULA-010404-Fourth AmendmentEnd User License Agreement • June 26th, 2009 • Gigamedia LTD • Services-computer programming, data processing, etc.
THIS THIRD AMENDMENT TO EULA-010404 (this Amendment) is made and entered into this the first day of March 2008, by and between Internet Media Licensing Limited, a British Virgin Island corporation (“IML”), having its registered office at Akara Bldg., 24 De Castro Street, Wickhams Cay I, Road Town, Tartola, British Virgin Islands and Ultra Internet Media, S.A. a Nevis corporation, having its registered address at Veira Grant & Associates, Chambers, #10 Solomon’s Arcade, Charlestown, Nevis (“Licensee”).
EXCLUSIVE TECHNICAL SERVICE AND CONSULTANCY AGREEMENT Between SHANGHAI JIEJIE INTERNET TECHNOLOGY CO., LTD. And T2CN INFORMATION TECHNOLOGY (SHANGHAI) CO., LTD. Dated: 26 November, 2007Exclusive Technical Service and Consultancy Agreement • June 26th, 2009 • Gigamedia LTD • Services-computer programming, data processing, etc.
This exclusive technical service and consultancy agreement (“Agreement”) is made on 26 November, 2007 in Shanghai, People of Republic of China (“PRC”), by and between:
