DEPOSIT AGREEMENT by and among CHINACACHE INTERNATIONAL HOLDINGS LTD. AND CITIBANK, N.A., as Depositary, AND THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES ISSUED HEREUNDER Dated as of [ ], 2010Deposit Agreement • September 15th, 2010 • ChinaCache International Holdings Ltd. • Services-computer processing & data preparation • New York
DEPOSIT AGREEMENT, dated as of [ ], 2010, by and among (i) CHINACACHE INTERNATIONAL HOLDINGS LTD., a company incorporated under the laws of the Cayman Islands, and its successors (the “Company”), (ii) CITIBANK, N.A., a national banking association organized under the laws of the United States of America acting in its capacity as depositary, and any successor depositary hereunder (the “Depositary”), and (iii) all Holders and Beneficial Owners of American Depositary Shares issued hereunder (all such capitalized terms as hereinafter defined).
THIRD AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT by and among SERIES A INVESTORS SERIES B INVESTORS SERIES C INVESTORS CHINACACHE INTERNATIONAL HOLDINGS LTD. and THE OTHER PARTIES NAMED HEREIN August 13, 2010Investors’ Rights Agreement • September 15th, 2010 • ChinaCache International Holdings Ltd. • Services-computer processing & data preparation • Hong Kong
WHEREAS, pursuant to the terms and conditions set forth in Series A Preferred Shares Purchase Agreement dated September 16, 2005 (the “Series A Share Purchase Agreement”), the Company issued to the Series A Investors an aggregate of 65,384,615 Series A Preferred Shares of the Company. Pursuant to the terms and conditions set forth in Series B Preferred Shares Purchase Agreement dated April 11, 2007 (the “Series B Share Purchase Agreement”), the Company issued to the Series B Investors (excluding Tiger) and Starr an aggregate of 80,765,142 Series B Preferred Shares of the Company. Pursuant to the terms and conditions set forth in Series C Share Purchase Agreement dated December 11, 2009 (the “Series C Share Purchase Agreement”), the Company issued to certain Series C Investors an aggregate of 20,512,821 Series C-1 Preferred Shares of the Company and issued to the Lenders an aggregate of 11,831,308 Series C-2 Preferred Shares of the Company (through conversion of the amounts owing on the
