CONVERTIBLE NOTE PURCHASE AGREEMENT by and between CTRIP.COM INTERNATIONAL, LTD. and PRICELINE GROUP TREASURY COMPANY B.V. Dated as of May 26, 2015Convertible Note Purchase Agreement • May 29th, 2015 • Priceline Group Inc. • Services-business services, nec • New York
Contract Type FiledMay 29th, 2015 Company Industry JurisdictionWHEREAS, the Company desires to issue, sell and deliver to the Purchaser, and the Purchaser desires to purchase from the Company, the Note (as defined below) pursuant to the terms and subject to the conditions of this Agreement;
SECOND AMENDED AND RESTATED STANDSTILL AGREEMENT by and between CTRIP.COM INTERNATIONAL, LTD. and THE PRICELINE GROUP INC. Dated as of May 26, 2015Standstill Agreement • May 29th, 2015 • Priceline Group Inc. • Services-business services, nec • New York
Contract Type FiledMay 29th, 2015 Company Industry JurisdictionThis SECOND AMENDED AND RESTATED STANDSTILL Agreement (this “Agreement”) is made and entered into as of May 26, 2015 by and between Ctrip.com International, Ltd., a Cayman Islands exempted company (the “Company”), and The Priceline Group Inc., a Delaware corporation (“Priceline”), and amends and restates in its entirety the Standstill Agreement entered into between such parties on August 7, 2014 (the “Original Agreement”) as amended and restated by the Amended and Restated Standstill Agreement entered into between such parties on September 15, 2014.