AMENDED AND RESTATED ROLLOVER AND SUPPORT AGREEMENTRollover and Support Agreement • January 8th, 2016 • Wang Benson Haibing • Services-business services, nec • New York
This AMENDED AND RESTATED ROLLOVER AND SUPPORT AGREEMENT (this "Agreement") is entered into as of December 31, 2015 by and among Orient TM Parent Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands ("Parent"), and certain shareholders of Taomee Holdings Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (the "Company"), listed on Schedule A hereto (each, a "Shareholder" and collectively, the "Shareholders"). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Merger Agreement (as defined below).
Joint Filing AgreementWang Benson Haibing • January 8th, 2016 • Services-business services, nec
In accordance with Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing with all other Reporting Persons (as such term is defined in the Schedule 13D referred to below) on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the ordinary shares, par value US$0.00002 per share, of Taomee Holdings Limited, and that this agreement may be included as an exhibit to such joint filing. Each person executing this agreement is responsible for the timely filing of such Schedule 13D and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but no person executing this agreement is responsible for the completeness or accuracy of the information concerning any other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate. This agreement may be executed
Restructuring Framework Agreement By Consortium Members And Exiting ShareholdersRestructuring Framework Agreement • January 8th, 2016 • Wang Benson Haibing • Services-business services, nec
The Restructuring Framework Agreement (hereinafter, this "Agreement") is signed by the following parties on January 4, 2016 in Shanghai, People's Republic of China (hereinafter, "PRC").
