DEPOSIT AGREEMENTDeposit Agreement • March 28th, 2014 • 58.com Inc. • Services-computer programming, data processing, etc. • New York
DEPOSIT AGREEMENT, dated as of 31 October, 2013, by and among (i) 58.com Inc., a company organized and existing under the laws of the Cayman Islands, and its successors (the “Company”), (ii) CITIBANK, N.A., a national banking association organized under the laws of the United States of America acting in its capacity as depositary, and any successor depositary hereunder (the “Depositary”), and (iii) all Holders and Beneficial Owners of American Depositary Shares issued hereunder (all such capitalized terms as hereinafter defined).
INDEMNIFICATION AGREEMENTIndemnification Agreement • September 27th, 2013 • 58.com Inc. • Services-computer programming, data processing, etc. • New York
THIS INDEMNIFICATION AGREEMENT (this “Agreement”) is made as of , by and between 58.com Inc., an exempted company incorporated and existing under the laws of the Cayman Islands (the “Company”), and ([Passport/ID] Number ) (the “Indemnitee”), a director/an executive officer of the Company.
Amended and Restated Equity Interest Pledge AgreementEquity Interest Pledge Agreement • April 19th, 2019 • 58.com Inc. • Services-computer programming, data processing, etc.
This Amended and Restated Equity Interest Pledge Agreement (this “Agreement”) has been executed by and among the following parties on [Execution Date] in Beijing, the People’s Republic of China (“China” or the “PRC”):
11,000,000 American Depository Shares Each Representing Two Class A Ordinary Shares, Par Value US$0.00001 Per Class A Ordinary Share UNDERWRITING AGREEMENTUnderwriting Agreement • October 28th, 2013 • 58.com Inc. • Services-computer programming, data processing, etc. • New York
Loan AgreementLoan Agreement • April 19th, 2019 • 58.com Inc. • Services-computer programming, data processing, etc.
This Loan Agreement (this “Agreement”) is made and entered into by and between the Parties below as of April 30, 2018 in Beijing, China:
SUBSCRIPTION AGREEMENTSubscription Agreement • October 17th, 2013 • 58.com Inc. • Services-computer programming, data processing, etc. • New York
WHEREAS, the Company has filed a registration statement on Form F-1 on September 27, 2013 (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
EMPLOYMENT AGREEMENTEmployment Agreement • September 27th, 2013 • 58.com Inc. • Services-computer programming, data processing, etc. • New York
This EMPLOYMENT AGREEMENT (the “Agreement”) is entered into as of by and between 58.com Inc., an exempted company incorporated and existing under the laws of the Cayman Islands (the “Company”) and ([Passport/ID] Number ), an individual (the “Executive”). 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 direct or indirect subsidiaries and affiliates (collectively, the “Group”).
AGREEMENT AND PLAN OF MERGER among Quantum Bloom Group Ltd,Agreement and Plan of Merger • June 16th, 2020 • 58.com Inc. • Services-computer programming, data processing, etc. • New York
AGREEMENT AND PLAN OF MERGER, dated as of June 15, 2020 (this “Agreement”), among Quantum Bloom Group Ltd, an exempted company with limited liability incorporated under the Law of the Cayman Islands (“Parent”), Quantum Bloom Company Ltd, an exempted company with limited liability incorporated under the Law of the Cayman Islands and a wholly-owned Subsidiary of Parent (“Merger Sub”), and 58.com Inc., an exempted company with limited liability incorporated under the Law of the Cayman Islands and having its registered office at Cricket Square, Hutchins Drive, PO Box 2681, Grand Cayman KY1-1111, Cayman Islands (the “Company”). Unless otherwise defined herein, capitalized terms used herein shall have the meanings ascribed to them in Section 9.03 hereof.
LIMITED GUARANTEELimited Guarantee • July 6th, 2020 • 58.com Inc. • Services-computer programming, data processing, etc. • New York
LIMITED GUARANTEE, dated as of June 15, 2020 (this “Limited Guarantee”), by Ocean Link Partners II, L.P. (the “Guarantor”), in favor of 58.com Inc., an exempted company with limited liability incorporated under the Laws of the Cayman Islands (the “Company” or “Guaranteed Party”). Capitalized terms used and not otherwise defined herein shall have the meaning ascribed to them in the Merger Agreement (as defined below). For the purpose of this Limited Guarantee, each of the terms “control” and “person” shall have the meaning given to it in Section 9.03 of the Merger Agreement.
Amended and Restated Exclusive Option AgreementExclusive Option Agreement • May 1st, 2017 • 58.com Inc. • Services-computer programming, data processing, etc.
This Amended and Restated Exclusive Option Agreement (this "Agreement") is executed by and among the following Parties as of the 4th day of July, 2016 in Beijing, the People’s Republic of China (“China” or the “PRC”):
Exclusive Business Cooperation AgreementExclusive Business Cooperation Agreement • April 19th, 2019 • 58.com Inc. • Services-computer programming, data processing, etc.
This Exclusive Business Cooperation Agreement (this “Agreement”) is made and entered into by and between the following parties on [Execution Date] in Beijing, the People’s Republic of China (“China” or the “PRC”).
Exclusive Option AgreementExclusive Option Agreement • May 13th, 2016 • 58.com Inc. • Services-computer programming, data processing, etc.
This (this “Agreement”) is executed by and among the following Parties as of the 6th day of August, 2015 in Beijing, the People’s Republic of China (“China” or the “PRC”):
INVESTOR RIGHTS AGREEMENT dated as of June 30, 2014 among 58.COM INC., OHIO RIVER INVESTMENT LIMITED and CERTAIN OTHER PARTIES NAMED HEREINInvestor Rights Agreement • April 29th, 2015 • 58.com Inc. • Services-computer programming, data processing, etc. • Hong Kong
INVESTMENT AGREEMENT dated as of June 27, 2014 among 58.COM INC., andInvestment Agreement • April 29th, 2015 • 58.com Inc. • Services-computer programming, data processing, etc. • Hong Kong
INVESTMENT AGREEMENT, dated as of June 27, 2014 (this “Agreement”), by and among (i) 58.com Inc., a company incorporated under the laws of the Cayman Islands (the “Company”), (ii) and Ohio River Investment Limited, a company organized under the laws of the British Virgin Islands (the “Purchaser”).
8,000,000 American Depositary Shares Each Representing Two Class A Ordinary Shares, Par Value US$0.00001 Per Class A Ordinary Share UNDERWRITING AGREEMENTUnderwriting Agreement • March 26th, 2014 • 58.com Inc. • Services-computer programming, data processing, etc. • New York
ContractInvestors’ Rights Agreement • June 19th, 2019 • 58.com Inc. • Services-computer programming, data processing, etc.
SPECIFIC TERMS IN THIS EXHIBIT HAVE BEEN REDACTED BECAUSE THEY ARE BOTH (I) NOT MATERIAL AND (II) WOULD BE COMPETITIVELY HARMFUL IF PUBLICLY DISCLOSED. THE REDACTED TERMS HAVE BEEN MARKED AT THE APPROPRIATE PLACE WITH THREE ASTERISKS [***].
Amended and Restated Exclusive Option AgreementExclusive Option Agreement • April 19th, 2019 • 58.com Inc. • Services-computer programming, data processing, etc.
This Amended and Restated Exclusive Option Agreement (this "Agreement") is executed by and among the following Parties as of the 30th day of April, 2018 in Beijing, the People’s Republic of China (“China” or the “PRC”):
SHARE PURCHASE AGREEMENT BY AND AMONG ANJUKE INC. THE FOUNDERS NAMED HEREIN and THE SELLING SHAREHOLDERS NAMED HEREIN Dated as of February 28, 2015Share Purchase Agreement • May 13th, 2016 • 58.com Inc. • Services-computer programming, data processing, etc. • Hong Kong
This SHARE PURCHASE AGREEMENT (this “Agreement”), dated as of February 28, 2015, is entered into by and among (i) 58.com Inc., an exempted company incorporated under the Laws of the Cayman Islands (the “Purchaser”), (ii) Anjuke Inc., an exempted company incorporated under the Laws of the Cayman Islands (the “Company”), (iii) the Founders (as defined in this Agreement) and (iv) the Persons set forth in Schedule A hereto (collectively, the “Selling Shareholders” and individually a “Selling Shareholder”).
Xiaoxiang International Technology Venture Capital LP SUBSCRIPTION AGREEMENTSubscription Agreement • May 13th, 2016 • 58.com Inc. • Services-computer programming, data processing, etc. • Hong Kong
The undersigned investor (the “Investor”) hereby applies to become a limited partner (a “Limited Partner”) of Xiaoxiang International Technology Venture Capital LP, a Cayman Islands exempted limited partnership (the “Fund”), on the terms and conditions set forth in these subscription documents (which includes this Subscription Agreement, together with any amendments or supplements thereto, being herein called the “Subscription Agreement”) (collectively, these “Subscription Documents”). Reference is made to the Amended and Restated Agreement of Exempted Limited Partnership of the Fund (the “Partnership Agreement”) made between Xiaoxiang International Capital Management Co., Ltd., an exempted company incorporated in the Cayman Islands, as general partner (the “General Partner”), the Cornerstone Limited Partners, the Withdrawing Limited Partner and the other Limited Partners from time to time named on Annex A therein, which has been furnished to the Investor and is incorporated by referen
CONVERTIBLE NOTE PURCHASE AGREEMENTConvertible Note Purchase Agreement • June 19th, 2019 • 58.com Inc. • Services-computer programming, data processing, etc. • New York
This CONVERTIBLE NOTE PURCHASE AGREEMENT (as amended, restated, supplemented or otherwise modified from time to time, this “Agreement”), dated May 29, 2019, is entered into by and between Uxin Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Company”), Mr. Kun Dai (戴琨), a PRC individual with PRC identity card no. of 610104198204066214 (the “Founder”), Redrock Holding Investments Limited, a business company incorporated under the laws of the British Virgin Islands (“WP”), TPG Growth III SF Pte. Ltd., a private company limited by shares incorporated under the laws of Singapore (“TPG”), 58.com Holdings Inc., a business company incorporated under the laws of the British Virgin Islands (the “Strategic Investor”), ClearVue UXin Holdings, Ltd., a company incorporated under the laws of the Cayman Islands (“Clearvue”), Magic Carpet International Limited, a business company incorporated under the laws of the British Virgin Islands (“Magi
Amended and Restated Equity Interest Pledge AgreementEquity Interest Pledge Agreement • April 19th, 2019 • 58.com Inc. • Services-computer programming, data processing, etc.
This Amended and Restated Equity Interest Pledge Agreement (this “Agreement”) has been executed by and among the following parties on April 30, 2018 in Beijing, the People’s Republic of China (“China” or the “PRC”):
Cooperation Agreement for The Project of Block A1, IT Industrial Park of Electronics ZoneCooperation Agreement • May 13th, 2016 • 58.com Inc. • Services-computer programming, data processing, etc.
In accordance with the relevant laws and regulations and on the basis of equal, voluntary and fair negotiations, Party A and Party B hereby agree as follows in connection with the matters of their cooperation:
Amended and Restated Exclusive Business Cooperation AgreementExclusive Business Cooperation Agreement • September 27th, 2013 • 58.com Inc. • Services-computer programming, data processing, etc.
This Amended and Restated Exclusive Business Cooperation Agreement (this “Agreement”) is made and entered into by and between the following parties on October 10, 2011 in Beijing, the People’s Republic of China (“China” or the “PRC”).
OFFSHORE CREDIT AGREEMENTOffshore Credit Agreement • May 1st, 2017 • 58.com Inc. • Services-computer programming, data processing, etc. • Hong Kong
Upon the application of Party B, Party A agrees to, through its offshore financial center, grant a credit line to Party B for its use in accordance with this Agreement. Now through the full consultation and pursuant to the applicable law, Party A and Party B hereby enter into this Agreement as follows.
Dated July 6, 2011 The persons whose names and addresses are set out in Schedule 1 Part A and The corporations whose names and addresses are set out in Schedule 1 Parts B, C and D (Vendors) and (Purchaser)58.com Inc. • September 27th, 2013 • Services-computer programming, data processing, etc.
FOUNDERS NAMED IN EXHIBIT A-1 CHINA CLASSIFIED NETWORK CORPORATION CHINA CLASSIFIED INFORMATION CORPORATION LIMITED BEIJING CHENGSHI WANGLIN INFORMATION TECHNOLOGY CO., LTD. BEIJING 58 INFORMATION TECHNOLOGY CO., LTD. AND WP X ASIA ONLINE INVESTMENT...Share Subscription Agreement • July 30th, 2013 • 58.com Inc. • Services-computer programming, data processing, etc. • Hong Kong
The Founders, the Company, the BVI Subsidiary, the HK Subsidiary, the PRC Subsidiary, the Domestic Enterprise, and the Investor are hereinafter collectively referred to as the “Parties” and individually as a “Party”.
Dated July 6, 2011 The persons whose names and addresses are set out in Schedule 1 Part A and The corporations whose names and addresses are set out in Schedule 1 Parts B, C and D (Vendors) and (Purchaser)58.com Inc. • July 30th, 2013 • Services-computer programming, data processing, etc.
Exclusive Business Cooperation AgreementExclusive Business Cooperation Agreement • April 30th, 2018 • 58.com Inc. • Services-computer programming, data processing, etc.
This Exclusive Business Cooperation Agreement (this “Agreement”) is made and entered into by and between the following parties on June 22, 2017 in Beijing, the People’s Republic of China (“China” or the “PRC”).
AMENDED AND RESTATED SHAREHOLDERS AGREEMENT by and among Golden PacerShareholders Agreement • April 29th, 2020 • 58.com Inc. • Services-computer programming, data processing, etc. • Hong Kong
WHEREAS, 58 (as defined in Schedule A-1) has agreed to purchase from the Company, and the Company has agreed to sell to 58, up to 913,333,333 Series Angel Preferred Shares of the Company on the terms and conditions set forth in the Series Angel Share Purchase Agreement dated September 30, 2019 (the “Series Angel Share Purchase Agreement”), by and among, the Company, the Key Parties and certain other parties.
SERIES ANGEL PREFERRED SHARE PURCHASE AGREEMENTSeries Angel Preferred Share Purchase Agreement • April 29th, 2020 • 58.com Inc. • Services-computer programming, data processing, etc. • Hong Kong
This Series Angel Preferred Share Purchase Agreement (the “Agreement”) is made and entered into as the date of September 30, 2019, by and among:
SHARE SUBSCRIPTION AGREEMENT by and among MAGIC HEART INC. ZHUAN SPIRIT HOLDINGS LIMITED and TENCENT MOBILITY LIMITED Dated as of April 18, 2017Share Subscription Agreement • May 1st, 2017 • 58.com Inc. • Services-computer programming, data processing, etc. • Hong Kong
This Share Subscription Agreement (this “Agreement”) is made as of April 18, 2017, by and between 58.com Inc., a company incorporated in the Cayman Islands (the “Key Holder”), Magic Heart Inc., a company incorporated in the British Virgin Islands and wholly owned by the Key Holder, Zhuan Spirit Holdings Limited, a company incorporated in the Cayman Islands (the “Company”) and Tencent Mobility Limited, a company incorporated in Hong Kong (“Tencent”). The Key Holder, Magic Heart Inc., the Company and Tencent are each referred to herein as a “Party,” and collectively as the “Parties.”
SERIES B PREFERRED SHARE AND WARRANT PURCHASE AGREEMENT by and among ZHUAN SPIRIT HOLDINGS LIMITED MAGIC HEART INC. CIVILIZATION AND TIME LTD TENCENT MOBILITY LIMITED Qingdao Caigao Group Co., Ltd. (青岛才高集团有限公司) TOPLAND GLOBAL HOLDINGS LIMITED Shanghai...Preferred Share and Warrant Purchase Agreement • April 29th, 2020 • 58.com Inc. • Services-computer programming, data processing, etc. • Hong Kong
The Management Team Holdco, Magic Heart, the Company, the HK Company, the Shanghai WFOE, the Tianjin WFOE, the Domestic Companies and the Series B Investors are each referred to herein as a “Party” and collectively as the “Parties.”
FOUNDERS NAMED IN EXHIBIT A-1 CHINA CLASSIFIED NETWORK CORPORATION CHINA CLASSIFIED INFORMATION CORPORATION LIMITED BEIJING CHENGSHI WANGLIN INFORMATION TECHNOLOGY CO., LTD. BEIJING 58 INFORMATION TECHNOLOGY CO., LTD. AND WP X ASIA ONLINE INVESTMENT...Share Subscription Agreement • September 27th, 2013 • 58.com Inc. • Services-computer programming, data processing, etc. • Hong Kong
The Founders, the Company, the BVI Subsidiary, the HK Subsidiary, the PRC Subsidiary, the Domestic Enterprise, and the Investor are hereinafter collectively referred to as the “Parties” and individually as a “Party”.
EQUITY COMMITMENT LETTER June 15, 2020Equity Commitment Letter • July 6th, 2020 • 58.com Inc. • Services-computer programming, data processing, etc. • New York
This letter agreement is being delivered by and sets forth the commitment of the undersigned (the “Sponsor”), on the terms and subject to the conditions contained herein, to purchase, directly or indirectly, certain equity interests of Quantum Bloom Group Ltd, an exempted company with limited liability incorporated under the Laws of the Cayman Islands (“Parent”). It is contemplated that, pursuant to that certain Agreement and Plan of Merger, dated as of the date hereof (as amended, restated, supplemented or otherwise modified from time to time, the “Merger Agreement”), among 58.com Inc. (the “Company”), Parent and Quantum Bloom Company Ltd, a direct wholly-owned Subsidiary of Parent (“Merger Sub”), Merger Sub will merge with and into the Company (the “Merger”), with the Company surviving the Merger as a direct wholly-owned Subsidiary of Parent. Concurrently with the delivery of this letter agreement, Internet Opportunity Fund LP, Warburg Pincus China-Southeast Asia II (Cayman), L.P., W
AMENDED AND RESTATED SHAREHOLDERS’ AGREEMENT among MAGIC HEART INC. TENCENT MOBILITY LIMITED CIVILIZATION AND TIME LTD HUANG Wei 58 Co., Ltd. (五八有限公司) Qingdao Caigao Group Co., Ltd. (青岛才高集团有限公司) TOPLAND GLOBAL HOLDINGS LIMITED Shanghai Yuya Enterprise...Shareholders’ Agreement • April 29th, 2020 • 58.com Inc. • Services-computer programming, data processing, etc. • Hong Kong
For the purposes of this Agreement, to the extent legally permissible under applicable laws and subject to the compliance by each holder of a Series B Warrant (and its Affiliates, if applicable) with the provisions of this Agreement, the Articles, the applicable Series B Warrant and the applicable ODI Loan Agreement or Non-ODI Loan Agreement (each as defined in the Series B Purchase Agreement) to which such party is a party, such holder of a Series B Warrant shall be deemed as a holder of the corresponding Series B Preferred Shares of the Company assuming that such Series B Warrant has been fully exercised and such holder of the applicable Series B Warrant has been duly registered as a Shareholder of the Company holding such Series B Preferred Shares. If the full and effective exercise of any rights of a holder of the applicable Series B Warrant in accordance with this Agreement and the Articles requires its prior exercise of the applicable Series B Warrant, all the Shareholders shall,
