INDEMNIFICATION AGREEMENTIndemnification Agreement • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software • New York
This Indemnification Agreement (the “Agreement”) is entered into as of [__________], 2010 by and between Sky-mobi Limited, a Cayman Islands company (the “Company”) and the undersigned, a director and/or officer of the Company (“Indemnitee”).
INTELLECTUAL PROPERTY LICENSE AGREEMENTIntellectual Property License Agreement • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software
THIS INTELLECTUAL PROPERTY LICENSE AGREEMENT (“this Agreement”) is made and entered into by the parties below in Hangzhou as of July 1, 2010:
SHAREHOLDERS AGREEMENTShareholders Agreement • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software • New York
THIS SHAREHOLDERS AGREEMENT (this “Agreement”) is made as of August 2, 2007, by and among PROFIT STAR LIMITED, an exempted company duly incorporated and validly existing under the Laws of the Cayman Islands (the “Company”), SEQUOIA CAPITAL CHINA II, L.P., a company duly incorporated and validly existing under the Laws of the Cayman Islands (“Sequoia Capital” or the “Investor”), ZHU Qinyi (), SONG Tao (), QU Li (), TANG Yan (), XIA Zhiyi (), JIN Zi (), QU Guoping (), WU Wenjie (), WANG Zhe (), YAN Qing (), ZENG Rui () and SHAO Wanyan (), each a citizen of the PRC (collectively the “Founders” and each, a “Founder”), XPLANE LIMITED, a company duly incorporated and validly existing under the Laws of the British Virgin Islands (the “Founders Holdco”), PUSIDA (BEIJING) TECHNOLOGIES CO., LTD. ( () ), a wholly foreign owned enterprise duly organized and validly existing under the Laws of the PRC (the “WFOE”), HANGZHOU MIJIA TECHNOLOGIES CO., LTD. (), a company organized and existing under the
STRATEGIC CONSULTING SERVICE AGREEMENT between Hangzhou Sky Network Technologies Co., Ltd. and Hangzhou Dianneng Technologies Co., Ltd.Strategic Consulting Service Agreement • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software
THIS STRATEGIC CONSULTING SERVICE AGREEMENT (“this Agreement”) is entered into in Hangzhou, People’s Republic of China (“PRC”) on July 1, 2010 by and between:
Form of Loan AgreementForm of Loan Agreement • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software
NOW, THEREFORE, the Parties, after friendly negotiations, hereby enter into this Agreement, upon the terms and subject to the conditions as set forth below:
PROFIT STAR LIMITED SHARE VESTING AGREEMENTShare Vesting Agreement • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software • New York
This Share Vesting Agreement (the “Agreement”) is made as of August 2, 2007 by and among PROFIT STAR LIMITED, an exempted company duly incorporated and validly existing under the Laws of the Cayman Islands (the “Company”), ZHU Qinyi (), SONG Tao (), QU Li (), TANG Yan (), XIA Zhiyi (), JIN Zi (), QU Guoping (), WU Wenjie (), WANG Zhe (), YAN Qing (), ZENG Rui () and SHAO Wanyan (), each a citizen of the PRC (collectively the “Founders” and each, a “Founder”), and XPLANE LIMITED, a company duly incorporated and validly existing under the Laws of the British Virgin Islands (the “Founders Holdco”).
Employment AgreementEmployment Agreement • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software
This Employment Agreement is signed by and between Party A and Party B under the principle of equality, free will and negotiated consensus in order to establish employment relationship and clarify the rights and obligations of the two parties.
PROFIT STAR LIMITED CONFIDENTIAL INFORMATION AGREEMENTLimited Confidential Information Agreement • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software • Hong Kong
THIS CONFIDENTIAL INFORMATION AGREEMENT (this “Agreement”) is entered into as of August 1st, 2007 (the “Effective Date”), by and among PROFIT STAR LIMITED, an exempted company duly incorporated and validly existing under the Laws of the Cayman Islands (the “Company”), Zhu Qinyi (), Song Tao (), Ou Li (), Tang Yan (), Xia Zhiyi (), Jin Zi (), Qu Guoping (), Wu Wenjie (), Wang Zhe (), Yan Qing (), Zeng Rui (), and Shao Wanyan (), each a citizen of PRC (collectively the “Shareholders” and each, a “Shareholder”), Each of the Company and the Shareholders shall be referred to individually as a “Party” and collectively as the “Parties”
Equity Pledge AgreementEquity Pledge Agreement • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software
THIS EQUITY PLEDGE AGREEMENT (“this Agreement”) is made and entered into by the parties below in Hangzhou, the People’s Republic of China (“PRC”) on February 1, 2010:
TECHNICAL SUPPORT SERVICE AGREEMENT between Hangzhou Mijia Technologies Co., Ltd. and Hangzhou Dianneng Technologies Co., Ltd.Technical Support Service Agreement • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software
THIS TECHNICAL SUPPORT SERVICE AGREEMENT (“this Agreement”) is entered into on July 1, 2010 in Hangzhou China, by and between Hangzhou Mijia Technologies Co., Ltd. (“Party A”), a company organized and existing under the laws of the People’s Republic of China (the “PRC”), and Hangzhou Dianneng Technologies Co., Ltd.. (“Party B”), a wholly foreign-owned enterprise organized and existing under the laws of the PRC. Each of Party A and Party B shall hereinafter individually be referred to as a “Party” and collectively as the “Parties”.
AMENDMENT NO. 1 to SERIES A PREFERRED SHARE AND WARRANT PURCHASE AGREEMENT and AMENDMENT NO. 2 to SHAREHOLDERS AGREEMENTPreferred Share and Warrant Purchase Agreement • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software
THIS AMENDMENT NO. 1 TO SERIES A PREFERRED SHARE AND WARRANT PURCHASE AGREEMENT AND AMENDMENT NO. 2 TO SHAREHOLDERS AGREEMENT (the “Amendment”) is made as of March 1st, 2010, by and among PROFIT STAR LIMITED, an exempted company duly incorporated and validly existing under the Laws of the Cayman Islands (the “Company”), SEQUOIA CAPITAL CHINA II, L.P., a limited partnership duly established and validly existing under the Laws of the Cayman Islands, SEQUOIA CAPITAL CHINA PARTNERS FUND II, L.P., a limited partnership duly established and validly existing under the Laws of the Cayman Islands, and SEQUOIA CAPITAL CHINA PRINCIPALS FUND II, L.P., a limited partnership duly established and validly existing under the Laws of the Cayman Islands (collectively, “Sequoia Capital” or the “Investors”), ZHU Qinyi (), SONG Tao (), QU Li (), TANG Yan (), XIA Zhiyi (), JIN Zi (), QU Guoping (), WU Wenjie (), WANG Zhe (), YAN Qing (), ZENG Rui () and SHAO Wanyan (), each a citizen of the PRC (collective
RESTRUCTURING FRAMEWORK AGREEMENTRestructuring Framework Agreement • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software
Beijing Pusida, Hangzhou Dianneng, Sky Network, Mijia Technologies and Qinyi Zhu are hereinafter individually referred to as a “Party” and collectively as the “Parties”.
Cooperation Agreement Between Party A: Hangzhou Fanyi Technologies Co., Ltd. And Party B: Chongqing Renneng Software Co., Ltd. November 20, 2009Cooperation Agreement • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software
THIS COOPERATION AGREEMENT (this “Agreement”) is made and entered into by the parties below as of November 20, 2009 in the People’s Republic of China (“PRC”): Party A: Hangzhou Fanyi Technologies Co., Ltd. (hereinafter referred to as “Party A”)
Confirmation Letter regarding the Repayment Method under Loan AgreementLoan Agreement • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software
This Confirmation Letter regarding the Repayment Method under Loan Agreements (“the Confirmation Letter”) is executed as of February 1, 2010 between the following two parties:
Exclusive Business Cooperation AgreementExclusive Business Cooperation Agreement • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software
THIS EXCLUSIVE BUSINESS COOPERATION AGREEMENT (“this Agreement”) is made and entered into by the following parties in Hangzhou, the People’s Republic of China (“PRC”) on December 24, 2009:
Lease ContractSKY-MOBI LTD • November 19th, 2010 • Services-prepackaged software
Pursuant to the provisions of the Contract Law of the People’s Republic of China and relevant laws and regulations, Party A and Party B, abiding by the principles of equality and free will and after negotiations, hereby enter into this Contract with respect to Party A leasing its own houses to Party B and Party B leasing the houses from Party A in order to define their respective rights and obligations.
Equity Pledge AgreementEquity Pledge Agreement • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software
Mijia Technologies: Hangzhou Mijia Technologies Co., Ltd. Address: Room 610, 2# Building, No.1197 Bin’an Road, Binjiang District, Hangzhou Postal code: 310013 Tel.: 0571 87770978 Fax: 0571 87758616
Cooperation AgreementCooperation Agreement • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software
THIS COOPERATION AGREEMENT (this “Agreement”) is made and entered into by the parties below as of November 16, 2009 in the People’s Republic of China (“PRC”):
PURCHASE OPTION AND COOPERATION AGREEMENT July, 2010 Hangzhou, CHINAPurchase Option and Cooperation Agreement • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software • Beijing
This Purchase Option and Cooperation Agreement (“this Agreement”) is entered into in Beijing, People’s Republic of China (the “PRC”) on July 1, 2010 by and among:
Lease ContractLease Contract • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software
Pursuant to the provisions of the Contract Law of the People’s Republic of China and relevant laws and regulations, Party A and Party B, abiding by the principles of equality and free will and after negotiations, hereby enter into this Contract with respect to Party A leasing its own houses to Party B and Party B leasing the houses from Party A in order to define their respective rights and obligations.
AMENDMENT TO SHAREHOLDERS AGREEMENTShareholders Agreement • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software • New York
THIS AMENDMENT TO SHAREHOLDERS AGREEMENT (the “Amendment”) is made as of September 5, 2008, by and among PROFIT STAR LIMITED, an exempted company duly incorporated and validly existing under the Laws of the Cayman Islands (the “Company”), SEQUOIA CAPITAL CHINA II, L.P., a company duly incorporated and validly existing under the Laws of the Cayman Islands (“Sequoia Capital” or the “Investor”), ZHU Qinyi (), SONG Tao (), QU Li (), TANG Yan (), XIA Zhiyi (), JIN Zi (), QU Guoping (), WU Wenjie (), WANG Zhe (), YAN Qing (), ZENG Rui () and SHAO Wanyan (), each a citizen of the PRC (collectively the “Founders” and each, a “Founder”), XPLANE LIMITED, a company duly incorporated and validly existing under the Laws of the British Virgin Islands (the “Founders Holdco”), PUSIDA (BEIJING) TECHNOLOGIES CO., LTD. ( () ), a wholly foreign owned enterprise duly organized and validly existing under the Laws of the PRC (the “WFOE”), HANGZHOU MIJIA TECHNOLOGIES CO., LTD. (), a company organized and exis
Mobile Phone Built-in Wireless Value-added Business Cooperation AgreementBusiness Cooperation Agreement • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software
Registered address: Room 625 West Area, Building A, Zhejiang University Science Park, No.525 Xixi Road, West Lake District, Hangzhou, Zhejiang Province
RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT-Sale Agreement • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software • New York
THIS RIGHT OF FIRST REFUSAL AND CO-SALE AGREEMENT (this “Agreement”) is made as of August 2, 2007, by and among PROFIT STAR LIMITED, an exempted company duly incorporated and validly existing under the Laws of the Cayman Islands (the “Company”), SEQUOIA CAPITAL CHINA II, L.P., a company duly incorporated and validly existing under the Laws of the Cayman Islands (“Sequoia Capital” or the “Investor”), ZHU Qinyi (), SONG Tao (), QU Li (), TANG Yan (), XIA Zhiyi (), JIN Zi (), QU Guoping (), WU Wenjie (), WANG Zhe (), YAN Qing (), ZENG Rui () and SHAO Wanyan (), each a citizen of the PRC (collectively the “Founders” and each, a “Founder”), and XPLANE LIMITED, a company duly incorporated and validly existing under the Laws of the British Virgin Islands (the “Founders Holdco”).
PURCHASE OPTION AND COOPERATION AGREEMENT July, 2010 Hangzhou, CHINAPurchase Option and Cooperation Agreement • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software • Beijing
This Purchase option and Cooperation Agreement (“this Agreement”) is entered into in Beijing, People’s Republic of China (the “PRC”) on July 1, 2010 by and among:
Equity Pledge AgreementEquity Pledge Agreement • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software
MIJIA TECH: Hangzhou Mijia Technologies Co., Ltd. Address: Room 610, Block 2, No. 1197 of Binan Road, Binjiang District, Hangzhou Post Code: 310013 Telephone: 0571-87770978 Fax: 0571-87758616
FRAMEWORK AGREEMENT ON RESTRUCTURINGFramework Agreement on Restructuring • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software
THIS FRAMEWORK AGREEMENT ON RESTRUCTURING (“this Agreement”) is made and entered into in Hangzhou, PRC as of July 1, 2010 by and among:
SHAREHOLDERS NON-COMPETITION AND NON-SOLICITATION AGREEMENTShareholders Non-Competition and Non-Solicitation Agreement • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software • Hong Kong
THIS NON-COMPETITION AND NON-SOLICITATION AGREEMENT (this “Agreement”) is entered into as of August 1st, 2007 (the “Effective Date”), by and among PROFIT STAR LIMITED, an exempted company duly incorporated and validly existing under the Laws of the Cayman Islands (the “Company”), Zhu Qinyi (), Song Tao (), Ou Li (), Tang Yan (), Xia Zhiyi (), Jin Zi (), Qu Guoping (), Wu Wenjie (), Wang Zhe (), Yan Qing (), Zeng Rui (), and Shao Wanyan (), each a citizen of PRC (collectively the “Shareholders” and each, a “Shareholder”). Each of the Company and the Shareholders shall be referred to individually as a “Party” and collectively as the “Parties”.
TECHNICAL SUPPORT SERVICE AGREEMENT between Hangzhou Sky Network Technologies Co., Ltd. and Hangzhou Dianneng Technologies Co., Ltd.Service Agreement • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software
THIS TECHNICAL SUPPORT AGREEMENT (“this Agreement”) is entered into on July 1, 2010 in Hangzhou China, by and between Hangzhou Sky Network Technologies Co., Ltd. (“Party A”), a company organized and existing under the laws of the People’s Republic of China (the “PRC”), and Hangzhou Dianneng Technologies Co., Ltd.. (“Party B”), a wholly foreign-owned enterprise organized and existing under the laws of the PRC. Each of Party A and Party B shall hereinafter individually be referred to as a “Party” and collectively as the “Parties”.
Exclusive Purchase Option AgreementExclusive Purchase Option Agreement • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software
THIS EXCLUSIVE PURCHASE OPTION AGREEMENT (“this Agreement”) is made and entered into by the following parties in Beijing, the People’s Republic of China (“PRC”) on February 1, 2010:
Form of Employment AgreementConfidentiality Agreement • November 19th, 2010 • SKY-MOBI LTD • Services-prepackaged software
In accordance with the Labor Law of the People’s Republic of China and relevant laws and regulations, Party A and Party B, abiding by the principle of free will and equality and after negotiations, hereby enter into this Employment Agreement.
