Exhibit 10.40
Authorization Agreement
Hurray! Solutions Ltd., a limited liability company duly incorporated and
validly existing under the laws of the PRC ("Hurray! Solutions"), hereby
irrevocably authorizes Xx. Xxxx Qindai to exercise the following powers and
rights during the term of this Authorization Agreement:
Hurray! Solutions hereby authorizes Xx. Xxxx Qindai to exercise on behalf
of Hurray! Solutions at the shareholders' meetings of Beijing Cool Young
Information Technology Co., Ltd. ("Company") the full voting rights as the
shareholder of the Company as have been given to Hurray! Solutions by law and
under the Articles of Association of the Company, including but not limited to,
the voting rights regarding the sale or transfer of any or all of the shares of
the Company held by Hurray! Solutions and acting as authorized representative of
Hurray! Solutions at the shareholders' meeting of the Company to designate and
appoint the directors of the Company.
Such authorization is based upon the condition that Xx. Xxxx Qindai is
acting as the general manager of Hurray! Times Communications (Beijing) Ltd. and
Hurray! Times Communications (Beijing) Ltd. agrees to such authorization and
designation. Once Xx. Xxxx Qindai no longer holds the position of the general
manager of Hurray! Times Communications (Beijing) Ltd., such authorization as
granted to him by the Company hereunder shall be automatically terminated. Then
Hurray! Solutions shall designate/authorize the Chinese successor of the
position of the general manager of Hurray! Times Communications (Beijing) Ltd.
to exercise the full voting rights on behalf of Hurray! Solutions at the
shareholders' meetings of the Company.
The term of this Authorization Agreement is 10 years commencing from the
execution date of this Authorization Agreement unless the early termination of
the Operating Agreement jointly executed by the Company, Hurray! Times
Communications (Beijing) Ltd., Hurray! Solutions and Wang Qindai by any reason.
This Authorization Agreement is executed in Chinese.
By: /s/ Xiang Songzuo
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Hurray! Solutions Ltd.
May 5, 2004