LIMITED GUARANTEELimited Guarantee • May 3rd, 2021 • Han Shaoyun • Services-educational services • New York
This Limited Guarantee (this “Limited Guarantee”), dated as of April 30, 2021, is made by Mr. Han Shaoyun (the “Guarantor”), in favor of Tarena International, Inc., an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Guaranteed Party”). Unless otherwise indicated, capitalized terms used but not defined in this Limited Guarantee shall have the meanings assigned to them in the Merger Agreement (as defined below).
ROLLOVER AND SUPPORT AGREEMENTRollover and Support Agreement • May 3rd, 2021 • Han Shaoyun • Services-educational services • New York
This ROLLOVER AND SUPPORT AGREEMENT (this “Agreement”) is entered into as of April 30, 2021 by and among Kidedu Holdings Limited, an exempted company with limited liability incorporated under the Laws of the Cayman Islands (“Parent”) and the persons set forth on Schedule A hereto (each, a “Rollover Shareholder” and collectively, “Rollover Shareholders”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Merger Agreement (as defined below).
Exhibit VLetter of Undertaking • May 3rd, 2021 • Han Shaoyun • Services-educational services
Reference is made to (A) the Share Purchase Agreement, dated as of December 7, 2018 (as amended from time to time, the “SPA”) by and among Banyan Enterprises Limited, a BVI business company incorporated under the laws of the British Virgin Islands (the “Purchaser A”), Banyan Enterprises A Limited, a BVI business company incorporated under the laws of the British Virgin Islands (the “Purchaser B,” and, together with the Purchaser A, each a “Purchaser” and collectively the “Purchasers”) and Techedu Limited, a company with limited liability incorporated under the laws of the British Virgin Islands (the “Seller”), as amended by an Amendment to Share Purchase Agreement (the “First Amendment”), dated as of October 12, 2019, by and among the Purchasers, the Seller and Mr. Shaoyun Han (“Founder”), and (B) the Personal Guarantee, dated October 12, 2019 (the “Personal Guarantee”), by and among Founder (as the Guarantor), the Seller (as the Debtor) and the Purchasers (as the Creditors). All capit
Exhibit TInterim Investor Agreement • May 3rd, 2021 • Han Shaoyun • Services-educational services
Kidtech Limited (“Issuer”) Conyers Trust Company (Cayman) Limited Cricket Square, Hutchins Drive, PO Box 2681 Grand Cayman, KY1-1111, Cayman Islands
