0001144204-07-032752 Sample Contracts

Capital Contribution Transfer Agreement
Capital Contribution Transfer Agreement • June 20th, 2007 • Kongzhong Corp • Services-business services, nec

According to the shareholders’ meeting resolution, THE AGREEMENT TO AMEND THE LOAN AGREEMENT among Kongzhong Corporation, Yunfan Zhou, Songlin Yang, Guijun Wang and Zhen Huang dated on October 16, 2006, and THE AGREEMENT TO AMEND THE LOAN AGREEMENT among Kongzhong Corporation, Songlin Yang, Linguang Wu and Yang Cha dated on October 16, 2006, Yang Cha, Yunfan Zhou (the two parties together referred to hereunder as the "Transferor"), Linguang Wu, Guijun Wang (the two parties together referred to hereunder as the "Transferee") and Songlin Yang, Zhen Huang (the two parties together referred to hereunder as the “Original Shareholders”) hereby enter into the following agreement:

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SUPPLEMENTAL AGREEMENT NO. 3 TO THE PREMISES LEASE AGREEMENT NO. TD0131 (Translated from Chinese)
Supplemental Agreement • June 20th, 2007 • Kongzhong Corp • Services-business services, nec

The Premises Lease Agreement No. TD0131 (the “Lease Agreement”) between the Landlord and the Tenant shall expire on May 27, 2007. For the purposes of renewing the Tenant’s lease of the whole 35th Floor of the Tengda Tower, the parties hereto have entered into the following agreement (the “Supplemental Agreement”) after friendly negotiations:

Capital Contribution Transfer Agreement
Capital Contribution Transfer Agreement • June 20th, 2007 • Kongzhong Corp • Services-business services, nec

According to the shareholders’ meeting resolution, Linguang Wu and Guijun Wang ("Transferor"), Hai Qi ("Transferee") and Yang Yang (Original Shareholder) hereby enter into the following agreement:

AGREEMENT TO AMEND THE LOAN AGREEMENT
Amend the Loan Agreement • June 20th, 2007 • Kongzhong Corp • Services-business services, nec • New York

The Parties jointly agree to the substitution of Linguang Wu as a party to the Loan Agreement in place of Yang Cha. As a result thereof, Linguang Wu shall assume all of Yang Cha’s rights and obligations under the Loan Agreement.

Share Pledge Agreement
Share Pledge Agreement • June 20th, 2007 • Kongzhong Corp • Services-business services, nec

Therefore, through friendly negotiations and in the principles of equality and mutual benefit, the parties hereby enter agreement as follows.

Capital Contribution Transfer Agreement
Capital Contribution Transfer Agreement • June 20th, 2007 • Kongzhong Corp • Services-business services, nec

According to the shareholders’ meeting resolution, Zhen Huang and Yunfan Zhou ("Transferor") and Beijing AirInbox Information Technologies Co., Ltd. ("Transferee") hereby enter into the following agreement:

AMENDED AND RESTATED OPTION AGREEMENT
Amended and Restated Option Agreement • June 20th, 2007 • Kongzhong Corp • Services-business services, nec

THIS AMENDED AND RESTATED OPTION AGREEMENT (this "Agreement") is made on this 16th day of October, 2006 in Beijing, People’s Republic of China (“PRC”)

Option Agreement
Option Agreement • June 20th, 2007 • Kongzhong Corp • Services-business services, nec

THIS OPTION AGREEMENT (this “Agreement”) is entered into by and among the following parties (the “Parties”) in Beijing, People’s Republic of China (“PRC”) on June 29, 2006.

SUPPLEMENTAL AGREEMENT NO. 5 TO THE LEASE AGREEMENT NO. TD0130 (Translated from Chinese)
Supplemental Agreement • June 20th, 2007 • Kongzhong Corp • Services-business services, nec

The Lease Agreement No. TD0130 (the “Lease Agreement”) between the landlord and the tenant shall expire on May 27, 2007. For the purposes of renewing the tenant’s lease of the 32nd and 33rd Floors of the Tengda Tower, the parties hereto have entered into the following agreement (the “Supplemental Agreement”) after friendly negotiations and after taking into consideration of the effect of changes in the policies of telecommunication operator towards the wireless value-added services business:

AMENDED AND RESTATED SHARE PLEDGE AGREEMENT
Share Pledge Agreement • June 20th, 2007 • Kongzhong Corp • Services-business services, nec

THIS AMENDED AND RESTATED SHARE PLEDGE AGREEMENT (this "Agreement") is entered into by and among the following parties (the “parties”) in Beijing, People’s Republic of China (“PRC”) on October 16, 2006:

Business Operations Agreement
Business Operations Agreement • June 20th, 2007 • Kongzhong Corp • Services-business services, nec

This Business Operations Agreement (this “Agreement”) is entered into on the day of June 29, 2006, in Beijing by and among the following parties:

Cooperation Agreement on Monternet Multimedia Messaging Services (Translated from Chinese)
Cooperation Agreement • June 20th, 2007 • Kongzhong Corp • Services-business services, nec

According to the principles of equality and mutual benefit, through friendly negotiation, both parties agree that Party B shall entrust Party A to provide communications carrier services, fee collection and other services. This Agreement is entered into in order to regulate the rights and obligations of the two parties in the course of providing services. This Agreement is effective and binding upon both parties.

COOPERATION AGREEMENT ON MONTERNET WAP SERVICES (Translated from Chinese)
Cooperation Agreement • June 20th, 2007 • Kongzhong Corp • Services-business services, nec

According to the principal of equality and mutual benefits, through friendly negotiation, both parties agree to build up a cooperation relationship with each other. In order to regulate the rights and obligations between two parties, this Agreement is established. This Agreement is effective and binding upon both parties.

China United Telecommunications Corporation Mobile Value-added Services Cooperation Agreement Main Agreement Number: CUVAS-A2005-0024 (Translated from Chinese) Party A: China United Telecommunications Corporation Party B: Beijing AirInbox Information...
Cooperation Agreement • June 20th, 2007 • Kongzhong Corp • Services-business services, nec

China United Telecommunications Corporation (called “Party A” hereinafter) is a company established in accordance with the PRC law and validly existing with its address at No. 133A, North Xidan Street, Xicheng District, Beijing, China. Its legal representative is Xiaobing Chang;

SUPPLEMENTAL AGREEMENT NO. 2 TO THE PREMISES LEASE AGREEMENT NO. TD0196 (Translated from Chinese)
Supplemental Agreement • June 20th, 2007 • Kongzhong Corp • Services-business services, nec

The Premises Lease Agreement No. TD0196 (the "Lease Agreement") between the landlord and the tenant shall expire on May 27, 2007. For the purposes of renewing the tenant's lease of the whole 8th Floor of the Tengda Tower, the parties hereto have entered into the following agreement (the "Supplemental Agreement") after friendly negotiations:

EXCLUSIVE TECHNICAL AND CONSULTING SERVICES AGREEMENT
Exclusive Technical and Consulting Services Agreement • June 20th, 2007 • Kongzhong Corp • Services-business services, nec

This Exclusive Technical Consulting and Services Agreement (the "Agreement") is entered into in Beijing as of July 1, 2006, between the following two parties.

AMENDED AND RESTATED BUSINESS OPERATION AGREEMENT
Business Operation Agreement • June 20th, 2007 • Kongzhong Corp • Services-business services, nec

This Amended and Restated Business Operation Agreement (“Agreement”) is entered into on the day of October 16, 2006 (the “Effective Date”), in Beijing by and among the following parties:

AGREEMENT TO AMEND THE LOAN AGREEMENT
Amend the Loan Agreement • June 20th, 2007 • Kongzhong Corp • Services-business services, nec • New York

The Parties jointly agree to the substitution of Guijun Wang as a party to the Loan Agreement in place of Yunfan Zhou. As a result thereof, Guijun Wang shall assume all of Yunfan Zhou’s rights and obligations under the Loan Agreement.

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