SETTLEMENT AGREEMENTSettlement Agreement • April 30th, 2010 • Soko Fitness & Spa Group, Inc. • Services-miscellaneous amusement & recreation • New York
This SETTLEMENT AGREEMENT (the “Agreement”), dated as of April 16, 2010, is by and between SOKO Fitness & Spa Group, Inc., a Delaware corporation and formerly known as American Business Holdings, Inc. (the “Company”), Guerrilla Partners, LP, Hua-Mei 21st Century Partners, LP and James J. Fuld, Jr. IRA (collectively, the “Purchasers”).
REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • April 30th, 2010 • Soko Fitness & Spa Group, Inc. • Services-miscellaneous amusement & recreation • New York
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of April 29, 2010, is made by and between SOKO Fitness & Spa Group, Inc., a Delaware corporation (the “Company”), and each of IDG-Accel China Growth Fund II L.P., a Cayman Islands limited partnership, IDG-Accel China Investors II L.P., a Cayman Islands limited partnership, Guerrilla Partners, L.P., a Delaware limited partnership, Hua-Mei 21st Century Partners, LP, a Delaware limited partnership, and James J. Fuld, Jr. IRA (each an “Investor” and collectively, the “Investors”).
STOCK PURCHASE AGREEMENTStock Purchase Agreement • April 30th, 2010 • Soko Fitness & Spa Group, Inc. • Services-miscellaneous amusement & recreation • New York
This STOCK PURCHASE AGREEMENT (this “Agreement”), dated April 29, 2010, is by and between SOKO Fitness & Spa Group, Inc., a Delaware corporation (the “Company”), and each of IDG-Accel China Growth Fund II L.P., a Cayman Islands limited partnership, IDG-Accel China Investors II L.P., a Cayman Islands limited partnership, Guerrilla Partners, L.P., a Delaware limited partnership, Hua-Mei 21st Century Partners, LP, a Delaware limited partnership, and James J. Fuld, Jr. IRA (each an “Investor” and collectively, the “Investors”).
LOCK-UP AGREEMENTLock-Up Agreement • April 30th, 2010 • Soko Fitness & Spa Group, Inc. • Services-miscellaneous amusement & recreation • New York
THIS LOCK-UP AGREEMENT (this “Agreement”) is made and entered into on April 29, 2010 between SOKO Fitness & Spa Group, Inc., a Delaware corporation (the “Company”), and Mr. Tong Liu, the Chairman of the Board of Directors and the Chief Executive Officer of the Company, who is a citizen of the People’s Republic of China (the “Holder”).
AMENDMENT TO COMMON STOCK PURCHASE WARRANTCommon Stock Purchase Warrant • April 30th, 2010 • Soko Fitness & Spa Group, Inc. • Services-miscellaneous amusement & recreation • New York
This AMENDMENT TOCOMMON STOCK PURCHASE WARRANT (this “Amendment”) is entered into as of April 16, 2010 by and between SOKO Fitness & Spa Group, Inc., a Delaware corporation formerly known as American Business Holdings, Inc. (the “Company”) and the undersigned holders of Warrants (as defined below) (each a “Holder” and, collectively, “Holders”).
