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- F-1 Registration statement (foreign)
- 3.1 Memorandum and Articles of Association of the Registrant
- 4.4 Series D Preferred Shares Purchase Agreement, Dated As of March 26, 2008
- 4.5 Series E Preferred Shares Purchase Agreement, Dated As of July 16, 2010
- 4.6 Fifth Amended and Restated Shareholders' Agreement, Dated As of July 28, 2010
- 4.7 Fourth Amended and Restated Right of First Refusal and Co-sale Agreement
- 4.8 Fourth Amended and Restated Voting Agreement, Dated As of July 28, 2010
- 4.9 Sale and Purchase Agreement, Dated As of September 21, 2010
- 4.10 Agreement for the Transfer and Assumption of Obligations
- 10.1 2010 Share Incentive Plan
- 10.2 Form of Option Exchange Agreements
- 10.3 Form of Warrant Exchange Agreements, Dated As of September 21, 2010
- 10.4 Warrant Exchange Agreement, Dated As of September 21, 2010
- 10.5 Form of Notices of Exercise Issued by Certain Warrant Holders of the Registrant
- 10.6 Notice of Exercise Jointly Issued by Venrock Associates V, L.P.
- 10.7 Form of Indemnification Agreement with the Registrant's Directors and Officers
- 10.8 Director Agreement, Dated As of October 28, 2010
- 10.9 Director Agreement, Dated As of October 28, 2010
- 10.10 English Translation of Form of Labor Contracts
- 10.11 English Translation of Loan Agreement, Dated As of May 10, 2006
- 10.12 English Translation of Proxy Agreement, Dated As of May 10, 2006
- 10.13 English Translation of Amended Exclusive Call Option Agreement
- 10.14 English Translation of Intellectual Property Transfer Agreement
- 10.15 English Translation of Equipment Transfer Agreement
- 10.16 English Translation of Loan Agreement, Dated As of April 30, 2008
- 10.17 English Translation of Loan Agreement, Dated As of October 28, 2009
- 10.18 English Translation of Form of Technology Development Contract
- 10.19 English Translation of Equity Interest Pledge Agreement
- 10.20 English Translation of Loan Agreement, Dated As of May 28, 2010
- 10.21 English Translation of Exclusive Consultancy and Service Agreement
- 10.22 English Translation of Supplemental Contract, Dated As of August 31, 2010
- 10.23 English Translation of Loan Agreement, Dated As of April 20, 2009
- 10.24 English Translation of Proxy Agreement, Dated As of May 20, 2009
- 10.25 English Translation of Exclusive Call Option Agreement
- 10.26 English Translation of Loan Agreement, Dated As of July 25, 2009
- 10.27 English Translation of Equity Interest Pledge Agreement
- 10.28 English Translation of Exclusive Consultancy and Service Agreement
- 10.29 English Translation of Supplemental Contract, Dated As of August 31, 2010
- 10.30 English Translation of Loan Agreement, Dated As of February 20, 2009
- 10.31 English Translation of Proxy Agreement, Dated As of March 2, 2009
- 10.32 English Translation of Exclusive Call Option Agreement
- 10.33 English Translation of Equity Interest Pledge Agreement, Dated July 1, 2009
- 10.34 English Translation of Equity Interest Pledge Agreement
- 10.35 English Translation of Exclusive Consultancy and Service Agreement
- 10.36 English Translation of Supplemental Contract, Dated As of August 31, 2010
- 10.37 English Translation of Lease Agreement, Dated As of February 21, 2008
- 10.38 English Translation of Lease Contract, Dated As of August 10, 2008
- 10.39 English Translation of House Lease Contract, Dated As of March 13, 2009
- 10.40 English Translation of House Lease Contract
- 10.41 English Translation of Lease Contract, Dated As of March 20, 2009
- 10.42 English Translation of Lease Contract
- 10.43 English Translation of Lease Extension Agreement
- 10.44 English Translation of Lease Contract
- 21.1 Subsidiaries of the Registrant
- 23.1 Consent of Independent Registered Public Accounting Firm
- 23.5 Consent of Sinomonitor
- 23.6 Consent of Cr-nielsen Information Technology Co., LTD.
- 23.7 Consent of Ted Tak-tai Lee, an Independent Director Appointee
- 23.8 Consent of Chun Liu, an Independent Director Appointee
- 99.1 Code of Business Conduct and Ethics
- 99.2 Opinion of Fangda Partners Regarding Certain PRC Legal Matters
Exhibit 10.6
NOTICE OF EXERCISE
To: | TUDOU HOLDINGS LIMITED (the “Company”) |
Each of the undersigned hereby conditionally elects to purchase all Series E Preferred Shares issuable pursuant to the terms of the warrants to purchase Series E Preferred Shares issued by the Company in the undersigned’s respective names (the “Warrants”), with such exercise (i) to be effective immediately prior to the closing of the IPO (as defined in the Warrants) of the Company and (ii) to be effectiveif and only if the per share price at which ordinary shares (or ADS securities representing an ordinary share) are sold to the public in the IPO equals or exceeds the exercise price per share of the Warrants. For the avoidance of doubt, an aggregate of 147,693 Series E Preferred Shares are issuable under the Warrants. This election may be revoked by the undersigned at any time prior to the effective time of the exercise of the Warrants.
If the conditions for exercise set forth above are satisfied, payment of the Exercise Price (as defined in the Warrant) required under the Warrant will be paid by wire transfer to an account to be designated by the Company, and original Warrants will be delivered to the Company, each within ten (10) business days after the exercise of the Warrants, as provided by the terms ofthe Warrants.
The undersigned hereby represents and warrants that the undersigned is acquiring such shares for its own account for investment purposes only, and not for resale or with a view to distribution of such shares or any part thereof.
VENROCK ASSOCIATES V, L.P. | ||
By: | Venrock Management V, LLC | |
Its: | General Partner | |
VENROCK PARTNERS V, L.P. | ||
By: | Venrock Partners Management V, LLC | |
Its: | General Partner | |
VENROCK ENTREPRENEURS FUND V, L.P. | ||
By: | VEF Management V, LLC | |
Its: | General Partner |
By: | /s/ David L. Stepp | |
Name: | David L. Stepp | |
Title: | Authorized Signatory | |
Address: | 3340 Hillview Avenue | |
Palo Alto, California 94304 | ||
USA |