DEPOSIT AGREEMENT by and among XUNLEI LIMITED AND CITIBANK, N.A., as Depositary, AND THE HOLDERS AND BENEFICIAL OWNERS OF AMERICAN DEPOSITARY SHARES ISSUED HEREUNDER Dated as of [DATE], 2011Deposit Agreement • July 1st, 2011 • Xunlei LTD • Services-prepackaged software • New York
XUNLEI LIMITED AND THE BANK OF NEW YORK MELLON As Depositary AND OWNERS AND HOLDERS OF AMERICAN DEPOSITARY SHARES Deposit Agreement Dated as of June 23, 2014Deposit Agreement • April 26th, 2021 • Xunlei LTD • Services-prepackaged software • New York
DEPOSIT AGREEMENT dated as of June 23, 2014, among XUNLEI LIMITED, 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.
SUBSCRIPTION AGREEMENTSubscription Agreement • July 13th, 2011 • Xunlei LTD • Services-prepackaged software • New York
WHEREAS, the Company has filed a registration statement on Form F-1 on June 8, 2011 (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 common shares (“Common Shares”) of the Company as specified in the Registration Statement; and
FORM INDEMNIFICATION AGREEMENT FOR DIRECTORS AND OFFICERSForm Indemnification Agreement for Directors and Officers • June 12th, 2014 • Xunlei LTD • Services-prepackaged software • New York
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of , by and between Xunlei Limited, an exempted company duly incorporated and validly existing under the law of the Cayman Islands (the “Company”), and (the “Indemnitee”), a director/an executive officer of the Company.
Proprietary Technology License ContractProprietary Technology License Contract • May 23rd, 2014 • Xunlei LTD • Services-prepackaged software
If the Licensee fails to pay any amount due and payable hereunder, the Licensee shall pay the Licensor default interest for its overdue payment of such amount. The default interest rate shall be the lending interest rate of the Bank of China for the same period. The calculation period starts from the date on which the amount is due and payable and ends on the date of its actual payment.
Equity Interests Disposal AgreementEquity Interests Disposal Agreement • May 23rd, 2014 • Xunlei LTD • Services-prepackaged software
Technology Consulting and Training Agreement. To ensure performance of each of these agreements as well as the Exclusive Technology Support and Services Agreement and the Exclusive Technology Consulting and Training Agreement, each made by Party A and Party C on September 16, 2005, and with consideration of the technical support to Party C from Party A as well as good cooperation among the Parties, the Parties agree as follows to amend and replace the Original Call Option Agreement.
XUNLEI LIMITED 7,315,000 American Depositary Shares Representing 36,575,000 Common Shares Underwriting AgreementXunlei LTD • June 20th, 2014 • Services-prepackaged software • New York
Xunlei Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 7,315,000 American Depositary Shares (“ADSs”), representing 36,575,000 common shares, par value US$0.00025 per share, of the Company (the “Common Shares”) (the “Underwritten ADSs”). In addition, the Company proposes to issue and sell, at the option of the Underwriters, up to an additional 1,097,250 ADSs, representing 5,486,250 additional Common Shares (the “Option ADSs”). The Underwritten ADSs and the Option ADSs are herein referred to as the “Offered ADSs”. The Common Shares represented by the Underwritten ADSs are herein referred to as the “Underwritten Shares,” the Common Shares represented by the Option ADSs are herein referred to as the “Option Shares” and the Underwritte
XUNLEI LIMITED SEVENTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENTShareholders Agreement • June 12th, 2014 • Xunlei LTD • Services-prepackaged software • New York
THIS SEVENTH AMENDED AND RESTATED SHAREHOLDERS AGREEMENT (this “Agreement”) is made and entered into as of April 24, 2014 by and among:
SUPPLEMENTAL AGREEMENTSupplemental Agreement • May 23rd, 2014 • Xunlei LTD • Services-prepackaged software • New York
Equity Pledge AgreementEquity Pledge Agreement • May 23rd, 2014 • Xunlei LTD • Services-prepackaged software
Loan AgreementLoan Agreement • May 23rd, 2014 • Xunlei LTD • Services-prepackaged software
(Zou Shenglong, Cheng Hao, Wang Fang, Shi Jianming, and Guangzhou Shulian Information Investment Co., Ltd., individually, the “Borrower”; collectively, the “Borrowers”).
Exclusive Technology Support and Services AgreementServices Agreement • May 23rd, 2014 • Xunlei LTD • Services-prepackaged software
This EXCLUSIVE TECHNOLOGY SUPPORT AND SERVICES AGREEMENT (this “Agreement”), dated September 16, 2005, is made in Shenzhen by and between:
XUNLEI LIMITED 7,600,000 American Depositary Shares Representing 22,800,000 Common Shares Underwriting AgreementXunlei LTD • July 18th, 2011 • Services-prepackaged software • New York
Xunlei Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands (the “Company”), proposes to issue and sell to the several Underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 6,675,000 American Depositary Shares (“ADSs”), representing 20,025,000 Class A common shares, par value US$0.00025 per share, of the Company (the “Common Shares”), and certain shareholders of the Company named in Schedule 2 hereto (the “Selling Shareholders”) propose to sell to the several Underwriters an aggregate of 925,000 ADSs, representing 2,775,000 Common Shares (collectively, the “Underwritten ADSs”). In addition, the Company proposes to issue and sell, at the option of the Underwriters, up to an additional 1,140,000 ADSs, representing 3,420,000 additional Common Shares (the “Option ADSs”). The Underwritten ADSs and the Option ADSs are herein referred to as the “Offered
EMPLOYMENT AGREEMENTEmployment Agreement • June 8th, 2011 • Xunlei LTD • Services-prepackaged software
This EMPLOYMENT AGREEMENT (the “Agreement”), is entered into as of (the “Effective Date”), by and between Xunlei Limited, a company incorporated and existing under the laws of the Cayman Islands (the “Company”) and , an individual (the “Executive”). Except with respect to the direct employment of the Executive by the Company, the term “Company” as used herein with respect to all obligations of the Executive hereunder shall be deemed to include the Company and all of its subsidiaries and affiliated entities (collectively, the “Group”).
Loan AgreementLoan Agreement • May 23rd, 2014 • Xunlei LTD • Services-prepackaged software
Maximum Mortgage ContractXunlei LTD • April 28th, 2022 • Services-prepackaged software • Hong Kong
The contract (hereinafter referred to as “this Contract”) is made and entered into by and between the Mortgagor and the Mortgagee, to make sure the Debtor performs various obligations under master contract fully and timely and that claims of the Creditor (i.e. “the Mortgagee”) could be realized, whereby the Mortgagor agrees to bear guarantee responsibility as per all the terms and conditions set forth below:
Important Notice:Xunlei LTD • April 26th, 2023 • Services-prepackaged software
Dear customer, to protect your rights and interests, please read this Agreement carefully before signing, especially the terms in boldface. In case of any doubt, please promptly ask for our clarification. If you still have questions or doubts, please consult your attorney and relevant professionals.
SHARE PURCHASE AGREEMENTShare Purchase Agreement • May 23rd, 2014 • Xunlei LTD • Services-prepackaged software • New York
THIS SHARE PURCHASE AGREEMENT (this “Agreement”), dated as of January 31, 2012, is entered into by and among Xunlei Limited, an exempted company incorporated under the laws of the Cayman Islands (the “Company”), the Selling Shareholders (as defined below), Giganology (Shenzhen) Ltd., Shenzhen Xunlei Networking Technologies Co., Ltd., and Skyline Global Company Holdings Limited (“Primavera” or the “Investor”), a company incorporated under the laws of the British Virgin Islands. The foregoing parties shall be hereinafter referred to collectively as the “Parties” and individually as a “Party.”
Exclusive Technology Consulting and Training AgreementSupplemental Agreement • May 23rd, 2014 • Xunlei LTD • Services-prepackaged software
This EXCLUSIVE TECHNICAL CONSULTING AND TRAINING AGREEMENT (this “Agreement”), dated September 16, 2005, is made in Shenzhen by and between:
CONTENT PROTECTION AGREEMENTContent Protection Agreement • June 12th, 2014 • Xunlei LTD • Services-prepackaged software • New York
This Content Protection Agreement (“Agreement”) is entered into on this 22nd day of May, 2014 (“Effective Date”), by and between Shenzhen Xunlei Networking Technologies Co., Ltd., Shenzhen Xunlei Kankan Information Technologies Co., Ltd., and Xunlei Software (Shenzhen) Co., Ltd. (collectively, “Xunlei”), on the one hand, and the Motion Picture Association of America, Inc. (“MPAA”), Sony Pictures Entertainment Inc. (“SPE”), Twentieth Century Fox Film Corporation (“Fox”), Universal City Studios LLC (“Universal”), Viacom Inc. (“Viacom”), Walt Disney Studios Motion Pictures (“Disney”), and Warner Bros. Entertainment Inc. (“Warner Bros.”) (such entities collectively referred to herein as, the “Content Owners,” with each individually referred to as a Content Owner), on the other hand. Xunlei and the Content Owners may be referred to herein as “Parties.”
Technology Development and Software License Framework AgreementSoftware License Framework Agreement • May 23rd, 2014 • Xunlei LTD • Services-prepackaged software
This technology development and software license framework agreement (this “Agreement”) is entered into on December 24, 2013 in Shenzhen, Guangdong of People’s Republic of China (“PRC”, for the purpose of this Agreement, does not include the Hong Kong Special Administrative Region, Macao Special Administrative Region and Taiwan) by and between:
SHARE PURCHASE AGREEMENT Among XUNLEI LIMITED XIAOMI VENTURES LIMITED Dated as of February 13, 2014Share Purchase Agreement • May 23rd, 2014 • Xunlei LTD • Services-prepackaged software • New York
WHEREAS the Company desires to obtain investment from the Investor and the Investor desires to invest in the Company and purchase 70,975,491 Series E Shares (as defined below) on the terms and conditions set forth herein;
Business Operation AgreementBusiness Operation Agreement • May 23rd, 2014 • Xunlei LTD • Services-prepackaged software
NOW, THEREFORE, the Parties agree and intend to be bound as follows through friendly negotiations and in accordance with the principles of equality and mutual benefit:
Intellectual Properties Purchase Option AgreementProperties Purchase Option Agreement • May 23rd, 2014 • Xunlei LTD • Services-prepackaged software
This Intellectual Properties Purchase Option Agreement (this “Agreement”) is entered into on March 1, 2012 in Shenzhen, by and between:
SHARE PURCHASE AGREEMENT Among XUNLEI LIMITED KING VENTURE HOLDINGS LIMITED MORNINGSIDE CHINA TMT SPECIAL OPPORTUNITY FUND, L.P. MORNINGSIDE CHINA TMT FUND III CO-INVESTMENT, L.P. IDG TECHNOLOGY VENTURE INVESTMENT V, L.P. Dated as of April 3, 2014Share Purchase Agreement • May 23rd, 2014 • Xunlei LTD • Services-prepackaged software • New York
WHEREAS the Company desires to obtain investment from the Investors and the Investors desire to invest in the Company and purchase a total of 39,037,382 Series E Shares (as defined below) on the terms and conditions set forth herein;
Exclusive Technical Support and Services AgreementExclusive Technical Support and Services Agreement • June 8th, 2011 • Xunlei LTD • Services-prepackaged software
This EXCLUSIVE TECHNICAL SUPPORT AND SERVICES AGREEMENT (this “Agreement”), dated September 16, 2005, is made in Shenzhen by and between:
Technology Development and Software License Framework AgreementLicense Framework Agreement • April 28th, 2022 • Xunlei LTD • Services-prepackaged software
Address: Unit 22, 1/F, Group C, Qianhai Shenzhen-Hong Kong Innovation Center, 4008 Menghai Road, Qianhai Shenzhen-Hong Kong Modern Service Industry Cooperation Zone, Shenzhen
Beijing Nesound International Media Corp., Ltd. AND Shenzhen Xunlei Networking Technologies Co., Ltd. AND Shenzhen Xunlei Kankan Information Technologies Co., Ltd. Equity Transfer Agreement For Shenzhen Xunlei Kankan Information Technologies Co., Ltd....Equity Transfer Agreement • April 21st, 2016 • Xunlei LTD • Services-prepackaged software
This Equity Transfer Agreement (“Agreement”) is duly made and entered into by and among the following Parties on May 13, 2015 in Shenzhen, PRC:
Beijing Nesound International Media Corp., Ltd. AND Shenzhen Xunlei Networking Technologies Co., Ltd. Business and Assets Transfer Agreement For Shenzhen Xunlei Kankan Information Technologies Co., Ltd. May of 2015 Contents Business and Assets...Business and Assets Transfer Agreement • April 21st, 2016 • Xunlei LTD • Services-prepackaged software
This Business and Assets Transfer Agreement (“Agreement”) is duly made and entered into by and among the following Parties on May 14, 2015 in Shenzhen, PRC:
Agreement on Financing AmountXunlei LTD • April 28th, 2022 • Services-prepackaged software • Hong Kong
Main business site: 21F, Block B, Building 12, Shenzhen Bay Science and Technology Ecological Park, Nanshan District, Shenzhen, Guangdong
SHARE PURCHASE AGREEMENTShare Purchase Agreement • June 17th, 2014 • Xunlei LTD • Services-prepackaged software • New York
WHEREAS, Xunlei Limited (the “Company”) has filed a registration statement on Form F-1 on May 23, 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 common shares (“Common Shares”) of the Company as specified in the Registration Statement; and
Supplementary Agreement to Proprietary Technology License AgreementSupplementary Agreement • April 28th, 2022 • Xunlei LTD • Services-prepackaged software
This Supplementary Agreement to the Licensing Proprietary Technology Agreement (hereinafter "Supplementary Agreement") is made on March 1, 2022 by and between the following parties:
FACILITY AGREEMENT between CHIZZ (HK) LIMITED as Borrower and Xunlei Network Technologies Limited as Lender relating to a US$20,000,000 Term Loan FacilityFacility Agreement • April 28th, 2022 • Xunlei LTD • Services-prepackaged software • Hong Kong
CLAUSE PAGE SECTION 1 INTERPRETATION 1 1. Definitions And Interpretation 1 SECTION 2 THE FACILITY 4 2. The Facility 4 3. Purpose 4 4. Conditions of Utilisation 4 SECTION 3 UTILISATION 5 5. Utilisation 5 SECTION 4 REPAYMENT, PREPAYMENT AND CANCELLATION 5 6. Repayment 5 7. Prepayment And Cancellation 6 SECTION 5 COSTS OF UTILISATION 6 8. Interest 6 9. Interest Periods 7 SECTION 6 ADDITIONAL PAYMENT OBLIGATIONS 7 10. Tax Gross-Up And Indemnities 7 11. Mitigation By The Lender 9 12. Other Indemnities 9 13. Costs And Expenses 10 SECTION 7 REPRESENTATIONS, UNDERTAKINGS AND EVENTS OF DEFAULT 11 14. Representations 11 15. Information Undertakings 12 16. General Undertakings 13 17. Events Of Default 13 SECTION 8 CHANGES TO PARTIES 15 18. Changes To The Parties 15 SECTION 9 ADMINISTRATION 15 19. Payment Mechanics 15 20. Set-Off 16 2
Supplemental Agreement II to the Equity Interests Disposal AgreementSupplemental Agreement • April 20th, 2017 • Xunlei LTD • Services-prepackaged software
This Supplemental Agreement II to the Equity Interests Disposal Agreement (hereinafter referred to as the “Supplemental Agreement”) is entered into by the following Parties on September 29, 2016 in Shenzhen, China:
Loan AgreementLoan Agreement • June 8th, 2011 • Xunlei LTD • Services-prepackaged software
(Zou Shenglong, Cheng Hao, Wang Fang, Shi Jianming, and Guangzhou Shulian Information Investment Co., Ltd., individually, the “Borrower”; collectively, the “Borrowers”).
