CHEETAH MOBILE INC. AND THE BANK OF NEW YORK MELLON As Depositary AND OWNERS AND HOLDERS OF AMERICAN DEPOSITARY SHARES Deposit Agreement Dated as of , 2014Deposit Agreement • April 25th, 2014 • Cheetah Mobile Inc. • Services-prepackaged software • New York
DEPOSIT AGREEMENT dated as of , 2014 among CHEETAH MOBILE INC., a company incorporated under the laws of the Cayman Islands (herein called the Company), THE BANK OF NEW YORK MELLON, a New York banking corporation (herein called the Depositary), and all Owners and Holders (each as hereinafter defined) from time to time of American Depositary Shares issued hereunder.
12,000,000 Class A Ordinary Shares Cheetah Mobile Inc. CLASS A ORDINARY SHARES, PAR VALUE US$0.000025 PER SHARE in the form of American Depositary Shares UNDERWRITING AGREEMENTUnderwriting Agreement • April 25th, 2014 • Cheetah Mobile Inc. • Services-prepackaged software • New York
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 25th, 2014 • Cheetah Mobile Inc. • Services-prepackaged software • New York
The Investors on the one hand, and the Company on the other hand, are sometimes herein referred to each as a “Party,” and collectively as the “Parties.”
SUBSCRIPTION AGREEMENTSubscription Agreement • April 25th, 2014 • Cheetah Mobile Inc. • Services-prepackaged software • New York
WHEREAS, the Company has filed a registration statement on Form F-1 on April 2, 2014 (as may be amended from time to time, the “Registration Statement”) with the United States Securities and Exchange Commission (the “SEC”) in connection with the initial public offering (the “Offering”) by the Company of American Depositary Shares (“ADS”) representing Class A ordinary shares (“Ordinary Shares”) of the Company as specified in the Registration Statement; and
Dated , 2014 Non-Competition Deed Between Kingsoft Corporation Limited and Cheetah Mobile Inc.Cheetah Mobile Inc. • April 25th, 2014 • Services-prepackaged software • Hong Kong
