Shanda Games Limited American Depositary Shares Representing Class A Ordinary Shares (par value US$0.01 per share) Form of Underwriting AgreementLock-Up Agreement • September 22nd, 2009 • Shanda Games LTD • Services-business services, nec • New York
Shanda Games Limited, an exempted company incorporated in the Cayman Islands (the “Company”), proposes, subject to the terms and conditions stated herein, to issue and sell to the U.S. Underwriters named in Schedule I hereto (the “U.S. Syndicate”) and the International Underwriters named in Schedule II hereto (the “International Syndicate”, and together with the U.S. Syndicate, the “Underwriters”) an aggregate of American Depositary Shares representing Class A ordinary shares, par value US$0.01 per share (the “Class A Ordinary Shares”), of the Company, and the controlling shareholder of the Company, Shanda Interactive Entertainment Limited through its wholly-owned subsidiary, Shanda SDG Investment Limited (collectively, the “Selling Shareholder”), proposes subject to the terms and conditions stated herein, to sell to the Underwriters an aggregate of American Depositary Shares representing Class A Ordinary Shares and, at the election of the Underwriters, up to additional American Deposi
