SHARE PURCHASE AGREEMENT between VNG LIMITED, AS BUYER; and THE SELLERS NAMED HEREIN relating to the purchase and sale of ORDINARY SHARES OF VNG CORPORATION DATED AS OF JUNE 22, 2022Share Purchase Agreement • November 14th, 2022 • VNG LTD • Services-prepackaged software • New York
This Share Purchase Agreement (this “Agreement”), dated as of June 22, 2022, is entered into by and among VNG LIMITED, an exempted company incorporated under the laws of the Cayman Islands (“Buyer”) and the PERSONS SET FORTH ON SCHEDULE 1 HERETO (“Sellers”).
MORTGAGE AGREEMENT OVER COLLATERAL ACCOUNT DATED 13 September 2022 BETWEEN VNG CORPORATION as Securing Party, CITIBANK N.A., SINGAPORE BRANCH as Secured Party, CITIBANK, N.A., HANOI BRANCH as Authorised Agent and BIGV TECHNOLOGY CORPORATION as BorrowerMortgage Agreement • November 14th, 2022 • VNG LTD • Services-prepackaged software
FACILITY AGREEMENTFacility Agreement • November 14th, 2022 • VNG LTD • Services-prepackaged software
November 14, 2022 VNG Limited (“ListCo”) Walkers Corporate Limited,VNG LTD • November 14th, 2022 • Services-prepackaged software
REGISTRATION RIGHTS AGREEMENT among VNG LIMITED and CERTAIN OTHER PERSONS NAMED HEREIN DATED AS OF [●], 202[x]Registration Rights Agreement • November 14th, 2022 • VNG LTD • Services-prepackaged software • New York
THIS AGREEMENT, dated as of [●], 202[x], is entered into by and among VNG Limited and the Persons (as defined below) listed on the signature pages hereof under the heading Shareholders (the “Shareholders”). The term “Shareholders” shall each also mean, if any such Person shall have Transferred any of its Company Securities to any of its Permitted Transferees (in each case, as such terms are defined below), such Person and its Permitted Transferees, taken together, and any right, obligation or action that may be exercised or taken at the election of such Person may be taken at the election of such Person and its Permitted Transferees.
