OMNIBUS ASSIGNMENT, ASSUMPTION AND ACCESSION AGREEMENTAssignment, Assumption and Accession Agreement • October 6th, 2010 • Mecox Lane LTD
This Omnibus Assignement, Assumption and Accession Agreement (this “Ominbus Agreement”), dated as of February 28, 2010, is entered into by and among Rampage China Limited (the “Company”), Mecox Lane Limited (“Mecox Lane”), Iconix China Limited (“ICL”) and ICL-Rampage Limited, a wholly owned subsidiary of ICL (“ICL-Rampage”), with respect to (i) the Shareholders Agreement, dated December 8, 2008, by and among the Company, Mecox Lane and ICL (as amended on December 12, 2009, the “Shareholders Agreement”), (ii) the Trademark Assignment Agreement, dated April 8, 2009, between ICL and the Company (the “Trademark Agreement”), (iii) the Company’s Memorandum and Articles of Association (the “Memorandum and Articles”; the Shareholders Agreement, the Trademark Agreementand and the Memorandum and Articles are collectively referred to herein as the “Transaction Documents”).
