DEPOSIT AGREEMENT AMONG TUNIU CORPORATION, JPMORGAN CHASE BANK, N.A. AS DEPOSITARY AND HOLDERS OF AMERICAN DEPOSITARY RECEIPTS J.P.MorganDeposit Agreement • August 13th, 2014 • Tuniu Corp • Transportation services • New York
DEPOSIT AGREEMENT dated as of May 8, 2014 (the “Deposit Agreement”) among TUNIU CORPORATION and its successors (the “Company”), JPMORGAN CHASE BANK, N.A., as depositary hereunder (the “Depositary”), and all holders from time to time of American Depositary Receipts issued hereunder (“ADRs”) evidencing American Depositary Shares (“ADSs”) representing deposited Shares (defined below). The Company hereby appoints the Depositary as depositary for the Deposited Securities and hereby authorizes and directs the Depositary to act in accordance with the terms set forth in this Deposit Agreement. All capitalized terms used herein have the meanings ascribed to them in Section 1 or elsewhere in this Deposit Agreement. The parties hereto agree as follows:
SUBSCRIPTION AGREEMENTSubscription Agreement • April 28th, 2014 • Tuniu Corp • Transportation services • New York
WHEREAS, the Company has filed a registration statement on Form F-1 on April 4, 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
INDEMNIFICATION AGREEMENTIndemnification Agreement • April 4th, 2014 • Tuniu Corp • Transportation services
This Indemnification Agreement (this “Agreement”) is made as of , 201 , by and among Tuniu Corporation, a company organized under the laws of the Cayman Islands (the “Company”), and each indemnitee executing and delivering this agreement (the “Indemnitee”).
SUBSCRIPTION AGREEMENTSubscription Agreement • April 28th, 2014 • Tuniu Corp • Transportation services • New York
WHEREAS, the Company has filed a registration statement on Form F-1 on April 4, 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
SUBSCRIPTION AGREEMENTSubscription Agreement • April 17th, 2015 • Tuniu Corp • Transportation services • New York
WHEREAS, the Company desires to issue and sell to the Purchasers, and each of the Purchaser, severally and not jointly, wishes to purchase from the Company Class A ordinary shares (“Ordinary Shares”) of the Company in a private placement exempt from registration pursuant to Regulation S of the U.S. Securities Act of 1933, as amended (“Regulation S” and the “Securities Act,” respectively);
Purchase Option Agreement (2014 Second Amendment) by and between Beijing Tuniu Technology Co., Ltd. as one party and Yu Dunde, Yan Haifeng, Wang Tong, Wang Jiping, Wen Xin, Tan Yongquan and Wang Haifeng collectively as the other party March 19, 2014Equity Interest Transfer Agreement • April 4th, 2014 • Tuniu Corp • Transportation services
This Purchase Option Agreement (this “Agreement”) is entered into as of March 19, 2014 in Beijing by and between the following parties:
EQUITY INTEREST PLEDGE AGREEMENT FOR NANJING TUNIU TECHNOLOGY CO., LTD. DATED February 19, 2021Equity Interest Pledge Agreement • April 29th, 2021 • Tuniu Corp • Transportation services
THIS EQUITY INTEREST PLEDGE AGREEMENT FOR NANJING TUNIU TECHNOLOGY CO., LTD. (this “Agreement”) is made on February 19, 2021 (“Execution Date”) in Beijing
COOPERATION AGREEMENT (2014 Amendment)Cooperation Agreement • April 4th, 2014 • Tuniu Corp • Transportation services
The Parties unanimously agree to amend and restate the Original Cooperation Agreement through friendly negotiation and the Original Cooperation Agreement is amended and restated as follows:
Equity Interest Pledge Agreement by and between Beijing Tuniu Technology Co., Ltd. as one party and Yu Dunde, Yan Haifeng, Wang Tong, Wang Jiping, Wen Xin, Tan Yongquan and Wang Haifeng collectively as the other party September 17, 2008Interest Pledge Agreement • April 4th, 2014 • Tuniu Corp • Transportation services
This Equity Interest Pledge Agreement (this “Agreement”) is entered into as of September 17, 2008 in Beijing by and between the following parties:
Supplemental Agreement to Equity Interest Pledge AgreementSupplemental Agreement • April 4th, 2014 • Tuniu Corp • Transportation services
This Supplemental Agreement to Equity Interest Pledge Agreement (this “Supplemental Agreement”) is entered into as of the 19th day in March, 2014 in Beijing by and between the following parties:
SHAREHOLDERS’ VOTING RIGHTS AGREEMENTShareholders’ Voting Rights Agreement • April 4th, 2014 • Tuniu Corp • Transportation services
(Yu Dunde, Yan Haifeng, Wang Tong, Wang Jiping, Wen Xin, Tan Yongquan and Wang Haifeng are hereinafter individually referred to as a “Shareholder” and collectively referred to as “Shareholders”).
8,000,000] American Depository Shares Each Representing Three Class A Ordinary Shares, Par Value US$0.0001 Per Share TUNIU CORPORATION UNDERWRITING AGREEMENTUnderwriting Agreement • May 6th, 2014 • Tuniu Corp • Transportation services • New York
SHAREHOLDER’S VOTING RIGHTS AGREEMENTVoting Rights Agreement • April 29th, 2021 • Tuniu Corp • Transportation services
Registered Address: 3rd to 5th Floor, Building 6, Dongda Science Park, No.6 Changjiang Back Street, Xuanwu District, Nanjing City
TUNIU CORPORATION THIRD AMENDED AND RESTATED INVESTORS’ RIGHTS AGREEMENT August 28, 2013Rights Agreement • March 6th, 2014 • Tuniu Corp • Transportation services • California
COOPERATION AGREEMENTCooperation Agreement • April 29th, 2021 • Tuniu Corp • Transportation services
BEIJING TUNIU TECHNOLOGY CO., LTD. YU DUNDE, CHEN ANQIANG AND NANJING TUNIU TECHNOLOGY CO., LTD. PURCHASE OPTION AGREEMENT FOR NANJING TUNIU TECHNOLOGY CO., LTD. February 19, 2021Purchase Option Agreement • April 29th, 2021 • Tuniu Corp • Transportation services
This Purchase Option Agreement for Nanjing Tuniu Technology Co., Ltd. (this “Agreement”) is entered into as of February 19, 2021 (“Execution Date”) in Beijing by and among the following Parties:
Employment AgreementEmployment Agreement • April 28th, 2014 • Tuniu Corp • Transportation services
