UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 1)*
DouYu International Holdings Limited
(Name of Issuer)
Ordinary shares, par value US$0.0001 per share
(Title of Class of Securities)
25985W105**
(CUSIP Number)
Tencent Holdings Limited
29/F., Three Pacific Place,
No. 1 Queens Road East, Wanchai, Hong Kong
Telephone: +852 3148 5100
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
July 12, 2021
(Date of Event Which Requires Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box. ☒
Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7(b) for other parties to whom copies are to be sent.
* | The remainder of this cover page shall be filled out for a reporting persons initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page. |
** | There is no CUSIP number assigned to the ordinary shares. CUSIP number 25985W105 has been assigned to the American Depositary Shares (ADSs) of the Issuer, which are quoted on The Nasdaq Global Select Market under the symbol DOYU. Each ten ADS represents one ordinary share of the Issuer. |
The information required on the remainder of this cover page shall not be deemed to be filed for the purpose of Section 18 of the Securities Exchange Act of 1934 (Act) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
CUSIP No. 25985W105 | SCHEDULE 13D/A | Page 2 of 6 pages |
1 |
NAME OF REPORTING PERSONS
Tencent Holdings Limited | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
| |||||
3 | SEC USE ONLY
| |||||
4 | SOURCE OF FUNDS
WC | |||||
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐ | |||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
Cayman Islands |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7 | SOLE VOTING POWER
12,070,080 | ||||
8 | SHARED VOTING POWER
0 | |||||
9 | SOLE DISPOSITIVE POWER
12,070,080 | |||||
10 | SHARED DISPOSITIVE POWER
0 |
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,070,080 | |||||
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
37.2% | |||||
14 | TYPE OF REPORTING PERSON
CO |
CUSIP No. 25985W105 | SCHEDULE 13D/A | Page 3 of 6 pages |
1 |
NAME OF REPORTING PERSONS
Nectarine Investment Limited | |||||
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ☐ (b) ☐
| |||||
3 | SEC USE ONLY
| |||||
4 | SOURCE OF FUNDS
AF | |||||
5 | CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(d) OR 2(e)
☐ | |||||
6 | CITIZENSHIP OR PLACE OF ORGANIZATION
British Virgin Islands |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
|
7 | SOLE VOTING POWER
12,070,080 | ||||
8 | SHARED VOTING POWER
0 | |||||
9 | SOLE DISPOSITIVE POWER
12,070,080 | |||||
10 | SHARED DISPOSITIVE POWER
0 |
11 |
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
12,070,080 | |||||
12 | CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
☐ | |||||
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
37.2% | |||||
14 | TYPE OF REPORTING PERSON
CO |
CUSIP No. 25985W105 | SCHEDULE 13D/A | Page 4 of 6 pages |
This Amendment No. 1 to Schedule 13D amends and supplements the Schedule 13D filed with the United States Securities and Exchange Commission (the SEC) on October 14, 2020, (as amended to date, the Schedule 13D), relating to the ordinary shares, par value US$0.0001 per share (Ordinary Shares), and American depositary shares, each ten of which representing one Ordinary Shares, of DouYu International Holdings Limited, an exempted company incorporated under the laws of the Cayman Islands (the Issuer). Capitalized terms used herein without definition shall have the meaning set forth in the Schedule 13D.
Item 2. | Identity and Background |
Schedule A (attached hereto) is hereby amended and restated in its entirety and Item 2(d)-(e) of the Schedule 13D is hereby restated in its entirety as follows:
Attached hereto as Schedule A, and incorporated herein by reference, is information concerning each director and executive officer of the Reporting Persons (collectively, the Related Persons), which is required to be disclosed in response to Item 2 and General Instruction C to Schedule 13D.
(d)-(e) During the last five years, none of the Reporting Persons nor, to the best of the Reporting Persons knowledge, any of the Related Persons, has been convicted in a criminal proceeding (excluding traffic violations and similar misdemeanors) or been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree, or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.
Item 4. | Purpose of Transaction. |
Item 4 of the Schedule 13D is hereby amended and supplemented by adding the following:
Merger Termination Agreement
On July 12, 2021, HUYA, Merger Sub, the Issuer and Nectarine entered into a termination agreement (the Merger Termination Agreement), pursuant to which the Merger Agreement and Plan of Merger, dated October 12, 2020, and all ancillary agreements contemplated thereby or entered pursuant thereto, were terminated. As a result, the voting agreements (each a Voting Agreement and together, the Voting Agreements) dated as of October 12, 2020 entered into by HUYA, Nectarine and, solely for the limited purposes set forth therein, the Issuer, with each of Mr. Shaojie Chen and Mr. Wenming Zhang, were terminated upon termination of the Merger Agreement, pursuant to the Voting Agreements.
Share Transfer Termination Agreement
On July 12, 2021, Nectarine and Mr. Chen entered into a termination agreement (the Share Transfer Termination Agreement), pursuant to which the Share Transfer Agreement, dated October 12, 2020, was terminated.
The foregoing descriptions of the Merger Termination Agreement and Share Transfer Termination Agreement do not purport to be complete and are subject to, and qualified in their entirety by, the full text of such agreements, which are attached hereto and incorporated herein by reference.
Item 5. | Interest in Securities of the Issuer |
Item 5 of the Schedule 13D is hereby amended and restated in its entirety as follows:
(a) (b)
Items 7 through 11 and 13 of each of the cover page of this Schedule 13D for the Reporting Persons are incorporated herein by reference.
As of the date hereof:
Tencent is the parent company of Nectarine. Tencent may be deemed to be the beneficial owner, and deemed to have the sole power to vote or to direct the vote, and sole power to dispose or to direct the disposition, of 12,070,800 Ordinary Shares held of record by Nectarine, representing 37.2% of the total issued and outstanding Ordinary Shares.
The beneficial ownership percentage above is calculated based on 32,440,979 Ordinary Shares issued and outstanding as of March 31, 2021, as reported in the Issuers Annual Report on Form 20-F filed with the U.S. Securities and Exchange Commission on April 30, 2021.
CUSIP No. 25985W105 | SCHEDULE 13D/A | Page 5 of 6 pages |
To the knowledge of the Reporting Persons, none of the Related Persons beneficially owns any Ordinary Shares.
(c) Except as described in Item 4 above, during the past 60 days, none of the Reporting Persons or, to the best knowledge of the Reporting Persons, the Related Persons, has effected any transactions in the Ordinary Shares.
(d) Except as set forth in this Schedule 13D, no other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Ordinary Shares beneficially owned by the Reporting Persons.
(e) Not applicable.
Item 6. | Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer. |
Item 6 of the Schedule D is hereby amended and supplemented by adding the following:
Item 4 above summarizes certain provisions of the Merger Termination Agreement, and Share Transfer Termination Agreement and is incorporated herein by reference. A copy of each of these agreements is attached as an exhibit to this Schedule 13D and incorporated herein by reference.
Item 7. | Materials to be Filed as Exhibits |
Item 7 of the Schedule D is hereby amended and supplemented by adding the following exhibits:
Exhibit |
Description | |
6 | Merger Termination Agreement, dated July 12, 2021, by and among HUYA Inc., Tiger Company Ltd., DouYu International Holdings Limited and, solely for the limited purposes set forth therein, Nectarine Investment Limited (incorporated by reference to Exhibit 99.2 to the Issuers Current Report on Form 6-K filed with the SEC on July 12, 2021) | |
7 | Share Transfer Termination Agreement, dated as of July 12, 2021, by and between Mr. Shaojie Chen and Nectarine Investment Limited |
CUSIP No. 25985W105 | SCHEDULE 13D/A | Page 6 of 6 pages |
SIGNATURES
After reasonable inquiry and to the best of each of the undersigneds knowledge and belief, each of the undersigned certify that the information set forth in this statement is true, complete and correct.
Date: July 14, 2021
TENCENT HOLDINGS LIMITED | ||
By: | /s/ Martin Lau | |
Name: | Martin Lau | |
Title: | Authorized Signatory |
NECTARINE INVESTMENT LIMITED | ||
By: | /s/ Martin Lau | |
Name: | Martin Lau | |
Title: | Authorized Signatory |
[Signature Page to Schedule 13D/A DouYu International Holdings Limited]
SCHEDULE A
EXECUTIVE OFFICERS AND DIRECTORS
Directors and Executive Officers of Tencent Holdings Limited
The names of the directors and the names and titles of the executive officers of Tencent Holdings Limited and their principal occupations are set forth below. The business address of each of the directors or executive officers is 29/F., Three Pacific Place, No. 1 Queens Road East, Wanchai, Hong Kong. Unless otherwise indicated, each occupation set forth opposite an individuals name refers to Tencent Holdings Limited.
Name |
Present Principal Employment |
Citizenship | ||
Directors: |
||||
Ma Huateng |
Chairman of the Board and Executive Director | Peoples Republic of China | ||
Lau Chi Ping Martin |
Executive Director | Peoples Republic of China (Hong Kong SAR) | ||
Jacobus Petrus (Koos) Bekker |
Non-Executive Director | Republic of South Africa | ||
Charles St Leger Searle |
Non-Executive Director | Republic of South Africa | ||
Li Dong Sheng |
Independent Non-Executive Director | Peoples Republic of China | ||
Ian Charles Stone |
Independent Non-Executive Director | Peoples Republic of China (Hong Kong SAR) | ||
Yang Siu Shun |
Independent Non-Executive Director | Peoples Republic of China (Hong Kong SAR) | ||
Ke Yang |
Independent Non-Executive Director | Peoples Republic of China | ||
Executive officers: |
||||
Ma Huateng |
Chief Executive Officer | Peoples Republic of China | ||
Lau Chi Ping Martin |
President | Peoples Republic of China (Hong Kong SAR) | ||
Xu Chenye |
Chief Information Officer | Peoples Republic of China | ||
Ren Yuxin |
Chief Operating Officer and President of Platform & Content Group and Interactive Entertainment Group | Peoples Republic of China | ||
James Gordon Mitchell |
Chief Strategy Officer and Senior Executive Vice President | United Kingdom of Great Britain and Northern Ireland | ||
David A M Wallerstein |
Chief Exploration Officer and Senior Executive Vice President | United States of America | ||
John Shek Hon Lo |
Chief Financial Officer and Senior Vice President | Peoples Republic of China (Hong Kong SAR) |
Directors and Executive Officers of Nectarine Investment Limited
The names of the directors and the names and titles of the executive officers of Nectarine Investment Limited and their principal occupations are set forth below. The business address of each of the directors or executive officers is c/o Tencent Holdings Limited, 29/F., Three Pacific Place, No. 1 Queens Road East, Wanchai, Hong Kong. Unless otherwise indicated, each occupation set forth opposite an individuals name refers to Nectarine Investment Limited.
Name |
Present Principal Employment |
Citizenship | ||
Directors: | ||||
Ma Huateng | Director | Peoples Republic of China | ||
Charles St Leger Searle | Director | Republic of South Africa | ||
Executive officers: | ||||
N/A |
Exhibit 7
TERMINATION AGREEMENT
This TERMINATION AGREEMENT (this Agreement) is made as of July 12, 2021, by and between Mr. Shaojie Chen, a PRC citizen with an identification number of (the Selling Shareholder), and Nectarine Investment Limited, a business company with limited liability incorporated under the laws of the British Virgin Islands (Tencent).
The parties hereto are hereinafter together referred to as the Parties and each individually as a Party.
RECITALS
WHEREAS, each Party is a party to that certain Share Transfer Agreement, dated as of August 13, 2020 (the Share Transfer Agreement); and
WHEREAS, the Parties desire to terminate the Share Transfer Agreement and to be bound by the other provisions set forth below.
NOW, THEREFORE, in consideration of the foregoing and the mutual agreements hereinafter contained and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:
AGREEMENT
1. Definitions. Capitalized terms used and not otherwise defined herein shall have the meanings given to such terms in the Share Transfer Agreement.
2. Termination of Share Transfer Agreement. The Parties hereby agree that the Share Transfer Agreement, including all schedules and exhibits thereto, and all ancillary agreements contemplated thereby or entered pursuant thereto (collectively, the Transaction Documents), are hereby terminated effective immediately as of the date hereof and, notwithstanding anything to the contrary in the Transaction Documents, the Transaction Documents are terminated in their entirety and shall be of no further force or effect whatsoever.
3. | Mutual Release; Covenant Not to Sue. |
(a) | Each Party does hereby knowingly, voluntarily, unconditionally and irrevocably waive, fully and finally release, acquit, forever discharge and hold harmless, the other Party and any of its former, current or future agents, advisors, representatives, Subsidiaries, Affiliates and officers, directors, members, managers and employees of Affiliates, (and in the case of Tencent, its former, current or future) officers, directors, managers, members, partners, shareholders, employees and principals, and any heirs, executors, administrators, successors or assigns of any said person or entity (the Related Parties), from any and all past, present, direct, indirect, and derivative liabilities, actions, causes of action, cases, claims, suits, debts, dues, sums of money, attorneys fees, accounts, reckonings, bonds, bills, specialties, covenants, contracts, controversies, agreements, promises, variances, harms, damages, judgments, remedies, extents, executions, demands, liens and damages of every kind and nature, in law, equity or otherwise, asserted or that could have been asserted, under applicable Laws, known or unknown, suspected or unsuspected, foreseen or unforeseen, anticipated or unanticipated, whether or not concealed or hidden, at any time in the past until and including the date hereof (collectively, Actions), that in any way arise from or out of, are based upon, or are in connection with or relate to (i) Transaction Documents, (ii) any breach, non-performance, action or failure to act under the Transaction Documents and (iii) the proposed share transfer, including the events leading to the abandonment of the share transfer and the termination of the Share Transfer Agreement or any other Transaction Documents (collectively, the Released Claims). |
1
(b) | It is understood and agreed that the preceding paragraph is a full and final release covering all known as well as unknown or unanticipated debts, claims or damages of the Parties and their Related Parties relating to or arising out of the Transaction Documents. Therefore, each of the Parties expressly waives any rights it may have under any statute or common law principle under which a general release does not extend to claims which such Party does not know or suspects to exist in its favor at the time of executing the release, which if known by such Party must have affected such Partys settlement with the other. In connection with such waiver and relinquishment, the Parties acknowledge that they or their attorneys or agents may hereafter discover claims or facts in addition to or different from those which they now know or believe to exist with respect to the Released Claims, but that it is their intention hereby fully, finally and forever to settle and release all of the Released Claims. In furtherance of this intention, the releases herein given shall be and remain in effect as full and complete mutual releases with regard to the Released Claims notwithstanding the discovery or existence of any such additional or different claim or fact. |
(c) | Each Party hereby covenants to the other Party and its Related Parties not to, with respect to any Released Claim, directly or indirectly encourage or solicit or voluntarily assist or participate in any way in the filing, reporting or prosecution by such Party or its Related Parties or any third party of a suit, arbitration, mediation, or claim (including a third party or derivative claim) against the other Party and/or its Related Parties relating to any Released Claim. The covenants contained in this Section 3 shall survive this Agreement indefinitely regardless of any statute of limitations. |
4. | Representations of the Parties. Each Party represents and warrants to the other Party as follows: |
(a) | This Agreement constitutes a valid and binding obligation of such Party, enforceable against such Party in accordance with its terms, subject to laws of general application relating to bankruptcy, insolvency and the relief of debtors and rules of law governing specific performance, injunctive relief or other equitable remedies. |
2
(b) | The execution and delivery of this Agreement by such Party do not, and the performance by such Party of the transactions contemplated by this Agreement do not, in any material respects: (i) in the case of Tencent, conflict with, or result in a violation or breach of, any provision of its organizational documents, (ii) conflict with, or result in any violation or breach of, or constitute (with or without notice or lapse of time, or both) a default under or require a consent or waiver under, any of the terms, conditions or provisions of any contractual restriction binding on such Party or affecting such Party or any of their assets; or (iii) conflict with or violate any order or judgment of any court or other agency of government applicable to such Party or any of such Partys assets. |
5. | Public Announcements. Any general notices, releases, statements or communications by either Party to the general public or the press relating to the reasons for or any of the events or circumstances surrounding the termination of the transactions contemplated by the Share Transfer Agreement shall be made only at such times and in such manner as may be mutually agreed upon by the Parties, except as otherwise required by Law (and in such case only after a reasonable attempt has been made to consult with the other Party to this Agreement). |
6. | Notices. All notices, requests, instructions or other documents to be given under this Agreement shall be in writing and shall be deemed given (i) when delivered or sent if delivered in person, (ii) on the next Business Day in the place of receipt if transmitted by overnight courier service providing proof of delivery, or (iii) on the date delivered if sent by email or facsimile transmission prior to 5:00 p.m. local time in the place of receipt (if thereafter then the next Business Day) (provided, that confirmation of email receipt or facsimile transmission is obtained), in each case, as follows (or to such other Persons or addressees as may be designated in writing by the party to receive such notice provided that such designation shall only be effective on the date specified in such designation or five Business Days after the designation is given, whichever is later): |
if to the Selling Shareholder, to:
20/F, Building A, New Development International Center
No. 473 Guanshan Avenue
Hongshan District, Wuhan, Hubei Province
Peoples Republic of China
Attention: Shaojie Chen
Email:
if to Tencent, to:
c/o Tencent Holdings Limited
Level 29, Three Pacific Place
1 Queens Road East
Wanchai, Hong Kong
Peoples Republic of China
Attention: Compliance and Transactions Department
Email:
3
with copies to:
Tencent Binhai Towers, No.33 Haitian 2nd Road
Nanshan District, Shenzhen
P.R. China 518054
Attention: Mergers and Acquisitions Department
Email:
Latham & Watkins LLP
18th Floor, One Exchange Square
8 Connaught Place, Central
Hong Kong
Attention: Qiuning (Frank) Sun
Benjamin Su
Facsimile: +852.2912.2600
Email: frank.sun@lw.com
benjamin.su@lw.com
7. | Governing Law. This Agreement and any dispute, controversy or claim arising out of or in connection with it or its subject matter shall be governed by, and construed in accordance with, the Laws of the State of New York without regard to its conflicts of laws rules that would mandate the application of the Laws of another jurisdiction. |
8. | Dispute Resolution. Any dispute, controversy or claim arising out of or relating to this Agreement or its subject matter (including a dispute regarding the existence, validity, formation, effect, interpretation, performance or termination of this Agreement) shall be finally settled by arbitration. The place and seat of arbitration shall be Hong Kong, and the arbitration shall be administered by the Hong Kong International Arbitration Centre (the HKIAC) in accordance with the HKIAC Administered Arbitration Rules then in force (the HKIAC Rules). The number of arbitrators shall be three (3) and the arbitrators shall be appointed in accordance with the HKIAC Rules. The language to be used in the arbitration proceedings shall be English. The award of the arbitral tribunal shall be final, conclusive and binding upon the Parties. Judgment upon any award may be entered and enforced in any court having jurisdiction over a Party or any of such Partys assets. For the purpose of the enforcement of an award, the Parties irrevocably and unconditionally submit to the jurisdiction of any competent court and waive any defenses to such enforcement, including any defenses based on lack of personal jurisdiction or inconvenient forum. |
9. | Further Assurance. Each Party undertakes with the other Party to do all things reasonably within its power which are required or appropriate to give full effect to the spirit and intent of this Agreement. |
10. | Severability. The provisions of this Agreement shall be deemed severable and the invalidity or unenforceability of any provision shall not affect the validity or enforceability of the other provisions hereof. If any provision of this Agreement, or the application thereof to any person or any circumstance, is invalid or unenforceable, (a) a suitable and equitable provision shall be substituted therefor in order to carry out, so far as may be valid and enforceable, the intent and purpose of such invalid or unenforceable provision and (b) the remainder of this Agreement and the application of such provision to other persons or circumstances shall not be affected by such invalidity or unenforceability, nor shall such invalidity or unenforceability affect the validity or enforceability of such provision, or the application thereof, in any other jurisdiction. |
4
11. | Injunctive Relief. The Parties agree that irreparable damage would occur in the event that any of the provisions of this Agreement was not performed in accordance with its specified terms or was otherwise breached and that money damages would not be an adequate remedy for any breach of this Agreement. It is accordingly agreed that in any proceeding seeking specific performance each of the Parties shall waive the defense of adequacy of a remedy at law. Each of the Parties shall be entitled to an injunction or injunctions to prevent breaches of this Agreement and to enforce specifically the terms and provisions hereof in any court of competent jurisdiction, this being in addition to any other remedy to which they are entitled at law or in equity. |
12. | Other Agreements. This Agreement constitutes the entire agreement, and supersedes all prior agreements, understandings, negotiations and statements, both written and oral, between the Parties or any of their Affiliates with respect to the subject matter contained herein. |
13. | No Assignment; Binding Effect. Neither this Agreement nor any right, interest or obligation hereunder may be assigned by a Party hereto without the prior written consent of the other Party hereto and any attempt to do so shall be void, except for assignments and transfers by operation of any laws. Subject to the preceding sentence and Section 14 hereof, this Agreement is binding upon, inures to the benefit of and is enforceable by the Parties and their respective successors and assigns. |
14. | Third Party Beneficiaries. Each Party acknowledges and agrees that each Partys Related Parties are express third party beneficiaries of the releases of such Related Parties and covenants not to sue such Related Parties contained in Section 3 of this Agreement and are entitled to enforce rights under such section to the same extent that such Related Parties could enforce such rights if they were a party to this Agreement. Except as provided in the preceding sentence, there are no third party beneficiaries to this Agreement. |
15. | Waiver. Except for the provisions of Section 3, any term of this Agreement may be waived at any time by the Party that is entitled to the benefit thereof, but no such waiver shall be effective unless set forth in a written instrument duly executed by or on behalf of the Party waiving such term or condition. No waiver by any Party of any term or condition of this Agreement, in any one or more instances, shall be deemed to be a waiver of any other term or condition nor construed as a waiver of the same or any other term or condition of this Agreement on any future occasion. All remedies, either under this Agreement or by any laws or otherwise afforded, shall be cumulative and not alternative. |
5
16. | Counterparts. This Agreement may be executed in one or more counterparts, all of which shall be considered one and the same agreement and shall become effective when one or more counterparts have been signed by each of the Parties and delivered to the other Party. |
17. | Descriptive Headings. The descriptive headings herein are inserted for convenience of reference only and are not intended to be part of or to affect the meaning or interpretation of this Agreement. |
18. | Amendments. Any amendments to this Agreement shall be in writing and shall require the consent of the Parties. |
[Remainder of Page Intentionally Left Blank]
6
IN WITNESS WHEREOF, the parties have caused this Agreement to be duly executed as of the date first written above.
NECTARINE INVESTMENT LIMITED | ||
By: | /s/ Martin Lau | |
Name: | Martin Lau | |
Title: | Authorized Signatory |
7
IN WITNESS WHEREOF, the parties have caused this Agreement to be duly executed as of the date first written above.
SHAOJIE CHEN | ||
By: | /s/ Shaojie Chen |
8