STOCK PURCHASE AGREEMENTStock Purchase Agreement • May 28th, 2010 • Expedia, Inc. • Transportation services • Delaware
STOCK PURCHASE AGREEMENT, dated as of May 28, 2010 (the “Agreement”), by and between LAWRENCE AURIANA, a United States citizen (“Seller”) and SANDGRAIN SECURITIES INC., a Delaware corporation (“Seller Representative”) (together with Seller, “Seller Parties”), on the one hand, and EXPEDIA ASIA PACIFIC – ALPHA LIMITED, an exempted company incorporated with limited liability in the Cayman Islands (“Buyer”), on the other hand.
SECURITIES ESCROW AGREEMENTSecurities Escrow Agreement • May 28th, 2010 • Expedia, Inc. • Transportation services • Delaware
THIS SECURITIES ESCROW AGREEMENT (the “Agreement”) is dated as of May 18, 2010, by and among PURPLE MOUNTAIN HOLDING LTD., a British Virgin Islands company having its registered office at 4th Floor, Rodus Building, Road Reef, PO Box 765, Road Town, Tortola, British Virgin Islands (“Seller”) and YUE (JUSTIN) TANG, an individual residing at #3701, Tower A, Beijing Fortune Plaza, 7 Dong San Huan Zhong Lu, Beijing, 100020 and sole shareholder of the Seller (“Tang” and together with Seller, “Seller Parties”), on the one hand, and EXPEDIA ASIA PACIFIC – ALPHA LIMITED, an exempted company incorporated with limited liability in the Cayman Islands (“Buyer”), on the other hand, and CSC Trust Company of Delaware, as escrow agent (“Escrow Agent”).
JOINT FILING AGREEMENTJoint Filing Agreement • May 28th, 2010 • Expedia, Inc. • Transportation services
In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, each of the persons named below agrees to the joint filing of a statement on Schedule 13D (including amendments thereto) with respect to the ordinary shares, $0.01 par value, of eLong, Inc., and further agrees that this Joint Filing Agreement be included as an exhibit to such filing; provided, that, as contemplated by Section 13d-1(k)(1)(ii), no person shall be responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate. This Joint Filing Agreement may be executed in any number of counterparts each of which shall be deemed to be an original and all of which together shall be deemed to constitute one and the same agreement.
SECURITIES PLEDGE AGREEMENTSecurities Pledge Agreement • May 28th, 2010 • Expedia, Inc. • Transportation services • Delaware
THIS SECURITIES PLEDGE AGREEMENT (“Agreement”), dated as of May 18, 2010, is executed by and among PURPLE MOUNTAIN HOLDING LTD., a British Virgin Islands company having its registered office at 4th Floor, Rodus Building, Road Reef, PO Box 765, Road Town, Tortola, British Virgin Islands (“Purple Mountain”) and YUE (JUSTIN) TANG, a citizen of the People’s Republic of China residing at #3701, Tower A, Beijing Fortune Plaza, 7 Dong San Huan Zhong Lu, Beijing, 100020 and sole shareholder of Purple Mountain (“Tang” and together with Purple Mountain, the “Pledgor Parties,” on the one hand, and EXPEDIA ASIA PACIFIC – ALPHA LIMITED, an exempted company incorporated with limited liability in the Cayman Islands (the “Secured Party”).
