INDEMNIFICATION AGREEMENTIndemnification Agreement • August 23rd, 2023 • VNG LTD • Services-prepackaged software
This Indemnification Agreement (“Agreement”) is entered into as a deed on ________ __, 2023 by and between VNG Limited, an exempted company incorporated in the Cayman Islands (the “Company”), and ______________, [a member of the Board of Directors/an officer/an employee/an agent/a fiduciary] of the Company (“Indemnitee”). This Agreement supersedes and replaces any and all previous Agreements between the Company and Indemnitee covering indemnification and advancement.
VOTING AGREEMENTVoting Agreement • August 23rd, 2023 • VNG LTD • Services-prepackaged software • New York
This Voting Agreement (this “Agreement”) is made and entered into as of , 2023, by and between Mr. Le Hong Minh (“Founder”) and Mr. Vuong Quang Khai (“Co-Founder”).
SHARE PURCHASE AGREEMENT between VNG LIMITED, AS BUYER; and THE SELLERS NAMED HEREIN relating to the purchase and sale of ORDINARY SHARES OF VNG CORPORATION DATED AS OF JUNE 22, 2022Share Purchase Agreement • August 23rd, 2023 • VNG LTD • Services-prepackaged software • New York
This Share Purchase Agreement (this “Agreement”), dated as of June 22, 2022, is entered into by and among VNG LIMITED, an exempted company incorporated under the laws of the Cayman Islands (“Buyer”) and the PERSONS SET FORTH ON SCHEDULE 1 HERETO (“Sellers”).
ContractAgreement • August 23rd, 2023 • VNG LTD • Services-prepackaged software
Portions of this exhibit have been omitted pursuant to Item 601(b)(10)(iv) of Regulation S-K on the basis that the Registrant customarily and actually treats that information as private or confidential and the omitted information is not material. The Registrant agrees to furnish supplementally a copy of any omitted information to the SEC upon its request, however, the Registrant may request confidential treatment of omitted information. Information that has been omitted has been noted in this document with a placeholder identified by the mark “[***]”
MORTGAGE AGREEMENT OVER COLLATERAL ACCOUNT DATED 13 September 2022 BETWEEN VNG CORPORATION as Securing Party, CITIBANK N.A., SINGAPORE BRANCH as Secured Party, CITIBANK, N.A., HANOI BRANCH as Authorised Agent and BIGV TECHNOLOGY CORPORATION as BorrowerMortgage Agreement • November 14th, 2022 • VNG LTD • Services-prepackaged software
FACILITY AGREEMENTFacility Agreement • November 14th, 2022 • VNG LTD • Services-prepackaged software
VNG LIMITED AMENDMENT NO. 1 TO SHARE PURCHASE AGREEMENTShare Purchase Agreement • August 23rd, 2023 • VNG LTD • Services-prepackaged software
This Amendment Agreement (this “Amendment”) is made and entered into as of July 4, 2023 by and among VNG Limited, an exempted company incorporated under the laws of the Cayman Islands (the “Company”), and the persons listed in the signature pages hereto, and amends that certain Share Purchase Agreement dated as of June 22, 2022 between the Company, as buyer, and the sellers named therein, relating to the purchase and sale of ordinary shares of VNG Corporation (“VN OpCo”) (the “Original SPA”), and any other existing agreement by and between the VN OpCo and its affiliates, on the one hand, and the other persons listed in the signature pages hereto, on the other, with respect to the subject matter of this Amendment.
November 14, 2022 VNG Limited (“ListCo”) Walkers Corporate Limited,VNG LTD • November 14th, 2022 • Services-prepackaged software
REGISTRATION RIGHTS AGREEMENT among VNG LIMITED and CERTAIN OTHER PERSONS NAMED HEREIN DATED AS OF [●], 202[x]Registration Rights Agreement • November 14th, 2022 • VNG LTD • Services-prepackaged software • New York
THIS AGREEMENT, dated as of [●], 202[x], is entered into by and among VNG Limited and the Persons (as defined below) listed on the signature pages hereof under the heading Shareholders (the “Shareholders”). The term “Shareholders” shall each also mean, if any such Person shall have Transferred any of its Company Securities to any of its Permitted Transferees (in each case, as such terms are defined below), such Person and its Permitted Transferees, taken together, and any right, obligation or action that may be exercised or taken at the election of such Person may be taken at the election of such Person and its Permitted Transferees.
LICENSE AGREEMENTLicense Agreement • August 23rd, 2023 • VNG LTD • Services-prepackaged software • Hong Kong
This License Agreement (“Agreement”) is entered into as of August 5, 2019 (“Effective Date”) between PROXIMA BETA PTE.LIMITED, a Singapore corporation with its registered office at 10 ANSON ROAD #21-07 INTERNATIONAL PLAZA, SINGAPORE (“Proxima”) and VNG Corporation, a Vietnamese company with its registered place of business located at 52 Nguyen Ngoc Loc Street, Ward 14, District 10, Ho Chi Minh City, Vietnam (“VNG”) and VNG Singapore PTE. LTD., a Singaporian company with its registered palce at 80 Raffles Place #25-01 UOB Plaza, Singapore 048624 (“VNG Singapore”). VNG and VNG Singapore hereinafter referred to collectively as the “Licensee”. Proxima and Licensee each will be referred to individually as a “Party,” and together as the “Parties”.
