REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • June 18th, 2015 • Zhu Xiaoxia • Services-computer processing & data preparation • New York
THIS REGISTRATION RIGHTS AGREEMENT (this “Agreement”) is dated as of June 8, 2015, by and between Wowo Limited, a company duly incorporated and validly existing under the laws of the Cayman Islands (the “Company”), and each of the parties set forth in Schedule 1 hereto (the “Rights Holders”). The Company and the Rights Holders are each referred to herein as a “Party,” and collectively as the “Parties.”
Wowo Limited Third Floor, Chuangxin Building No. 18 Xinxi Road, Haidian District, Beijing People’s Republic of China (Nasdaq: WOWO)Lock-Up Agreement • June 18th, 2015 • Zhu Xiaoxia • Services-computer processing & data preparation
Reference is made to the share purchase agreement entered into by shareholders of Join Me Group (HK) Investment Company Limited, New Admiral Limited and Wowo Limited (the “Company”) on the date hereof (the “SPA”) and a share subscription agreement entered into by Mr. Maodong Xu and the Company on the date hereof (the “Subscription Agreement”). All capitalized terms used but not otherwise defined in this letter agreement shall have the same meaning attributed to such term in the SPA.
VOTING AGREEMENTVoting Agreement • June 18th, 2015 • Zhu Xiaoxia • Services-computer processing & data preparation • New York
WHEREAS, Wowo Limited, a Cayman Islands company (the “Company”), New Admiral Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (“Company SPV”), shareholders of Join Me Group (HK) Investment Company Limited (“JMU”), a limited liability company incorporated in Hong Kong, including the Controlled Affiliates of Ms. Zhu and Ms. Wang, have entered into a Share Purchase Agreement dated June 5, 2015 (the “SPA”), pursuant to which the Company SPV shall purchase all issued and outstanding ordinary shares of JMU, and shall pay certain cash consideration and transfer additional ordinary shares of the Company to the shareholders of JMU; and
